Nordstrom, Inc. (NYSE:JWN) has announced that it will be acquired by the retail chain’s founding family and El Puerto de Liverpool in an all-cash transaction valued at approximately $6.25 billion, including debt.
Under the agreement, Nordstrom’s shareholders will receive $24.25 per share, representing a 42% premium over the company’s share price on March 18, 2024, before speculation emerged surrounding a potential deal.
As part of the transaction, a special dividend of up to $0.25 per share will be authorized, contingent on the deal's completion.
Once finalized, the company will become private, with the Nordstrom family owning a majority stake, at 50.1%, and Liverpool holding 49.9%.
The deal was approved by the Nordstrom board following a review led by an independent special committee, which determined that the offer provided greater value to public shareholders.
"For over a century, Nordstrom has operated with a foundational principle of helping customers feel good and look their best," Nordstrom CEO Erik Nordstrom said.
"Today marks an exciting new chapter for the business. On behalf of my family, we look forward to working with our teams to ensure Nordstrom thrives long into the future."
The acquisition is expected to close in the first half of 2025.
Financing for the acquisition will include a combination of rollover equity from the Nordstrom family and Liverpool, new borrowings, and the company’s cash reserves.
Nordstrom’s existing senior notes will remain outstanding, with additional actions planned to secure them.
Shares of Nordstrom traded down 1.3% at approximately $24.21 following the announcement.