Iconic Business and Travel Brand Enables
Samsonite’s Strategic Expansion into the Premium Business &
Luggage Segment
Tremendous Opportunities for Samsonite to
Leverage Tumi’s Best-in-Class Products
Samsonite International S.A. (“Samsonite”) (SEHK:1910) and Tumi
Holdings, Inc. (“Tumi”) (NYSE:TUMI) today announced that they have
entered into a definitive agreement whereby Samsonite will acquire
Tumi for US$26.75 per share in an all cash transaction, valuing
Tumi at an equity value of US$1.8 billion.
“This is a transformational acquisition for Samsonite. It will
meaningfully expand our presence in the highly attractive premium
segment of the global business bags, travel luggage and accessories
market,” said Ramesh Tainwala, Chief Executive Officer of
Samsonite. “Tumi is a perfect strategic fit for our business. The
brand is beloved by millions of loyal customers for its high
quality and durable premium business and luggage products. We are
excited about the tremendous opportunities this combination
provides us to further diversify our product and customer
portfolios. In particular, we will expand Tumi’s presence in Asia
and Europe, while strengthening its business in North America, by
leveraging our expertise in global distribution, sourcing, product
design and technical innovation, especially in the area of
lightweight hardside luggage.”
Tumi Chief Executive Officer Jerome Griffith said, “This is an
exciting day for Tumi and all the travelers around the world who
count on us. The team at Samsonite has a long and successful track
record when it comes to acquisitions and we know they will be
excellent stewards of the Tumi brand. Samsonite will bring Tumi to
new and growing markets, while still maintaining the high quality
Tumi is known for. This is a compelling transaction that delivers
substantial and immediate cash value to our shareholders. Further,
we are excited for our employees to benefit from opportunities
presented by being part of a larger and more diversified global
company. Samsonite has successfully grown many unique brands and we
look forward to the next chapter in Tumi’s great history as part of
the Samsonite family.”
Compelling Strategic and Financial
Rationale
- Creates a leading global travel
lifestyle company. The combination brings together Tumi, an
iconic North American purveyor of premium business bags, travel
luggage and accessories, with Samsonite, the world’s best known and
largest lifestyle bag and travel luggage company, to create a
leading global travel lifestyle company.
- Ideal and complementary fit with
Samsonite. With approximately 2,000 points of distribution
across 75 countries, Tumi’s leading market position in the premium
business and luggage segment is a perfect complement to Samsonite’s
strong and diverse portfolio of brands and products, with limited
overlap in market positioning, price point and distribution. The
addition of Tumi builds on Samsonite’s proven track record of
successful acquisitions across multiple product categories and
price points to broaden its portfolio.
- Enables Samsonite to strategically
expand into the highly attractive premium segment of the global
business bags, travel luggage and accessories market with a
business and travel brand that is recognized worldwide as being
“best-in-class” in the premium segment.
- Presents tremendous opportunities to
leverage Samsonite’s extensive global retail and wholesale network
and its strengths in distribution, sourcing, technical innovation
and localisation of products to introduce the Tumi brand to
millions of new customers in additional markets worldwide. This
includes expansion of Tumi in Asia and Europe, strengthening its
platform in North America, and leveraging Samsonite’s clear
strength in hardside innovation to expand Tumi’s hardside luggage
offering.
- Reinforces Samsonite’s strong
platform for long term growth and profitability. Tumi is a
highly profitable business and the combined company is expected to
generate significant free cash flow to meet interest payments while
continuing to make cash distributions to shareholders.
- Creates potential for significant
operational and top-line synergies. This includes cost savings
in such key areas as sourcing, logistics, sales and marketing,
distribution, retail and general and administrative costs, as well
as potential top-line synergies resulting from the combined
company’s enhanced and complementary product development and global
reach.
Founded in 1975, Tumi is a leading global premium lifestyle
brand offering a comprehensive line of business bags, travel
luggage and accessories. The brand is consistently recognized as
“best-in-class” for the high quality, durability, functionality and
innovative design of its products, which range from its iconic
black ballistic business cases and travel luggage synonymous with
the modern business professional, to travel accessories, women’s
bags and outdoor apparel.
For the year ended December 31, 2015, Tumi’s net sales were
US$548 million, representing a year on year increase of 4%. North
America accounted for 68% of Tumi’s 2015 net sales, with Asia
Pacific accounting for 17%, Europe, Middle East and Africa
accounting for 14% and Latin America accounting for the remaining
1%. Tumi has historically achieved strong growth in net sales, with
a CAGR of 17% from 2010 to 2015 and highly attractive EBITDA
margins of over 20% during the same period.
Transaction Details
Under the terms of the transaction, Tumi shareholders will
receive US$26.75 in cash for each share they own. The transaction
values Tumi at an equity valuation of approximately US$1.8 billion.
This represents a 13.6x multiple of enterprise value to Tumi’s
Adjusted EBITDA for the last twelve months ended December 31, 2015
and a premium of approximately 38% to Tumi’s volume weighted
average price of US$19.34 for the five days up to and including
March 2, 2016, the last trading day prior to market rumors.
Samsonite intends to fund the transaction through committed bank
financing. In connection with the transaction, Morgan Stanley,
HSBC, SunTrust and MUFJ have arranged the committed financing.
The transaction has been unanimously approved by the Boards of
Directors of both companies and is expected to close in the second
half of 2016, subject to the receipt of approvals by Samsonite and
Tumi shareholders, the receipt of required regulatory approvals and
the satisfaction of other customary closing conditions.
The combined company will continue to be listed on the Main
Board of The Stock Exchange of Hong Kong Limited.
Advisors
Morgan Stanley Asia Limited acted as financial advisor to
Samsonite. Cleary Gottlieb Steen & Hamilton LLP, Ropes &
Gray LLP and Freshfields Bruckhaus Deringer acted as legal counsel
to Samsonite. Goldman, Sachs & Co. acted as financial advisor
to Tumi in connection with the transaction, while Skadden, Arps,
Slate, Meagher & Flom LLP acted as legal counsel.
Press
Conference
Time: 11:45am HKT (March 4, 2016) Venue: Auditorium, 46th
Floor, Morgan Stanley, International Commerce Centre, 1 Austin Road
West, Kowloon, Hong Kong (Please present your ID to register at the
Morgan Stanley Reception Desk on 8/F)
About Samsonite
Samsonite International S.A. (together with its consolidated
subsidiaries, the “Group”) is the world’s best known and largest
lifestyle bag and travel luggage company, with a heritage dating
back more than 100 years. The Group is principally engaged in the
design, manufacture, sourcing and distribution of luggage, business
and computer bags, outdoor and casual bags, travel accessories and
slim protective cases for personal electronic devices throughout
the world, primarily under the Samsonite®, American Tourister ®,
Hartmann®, High Sierra ®, Gregory®, Speck® and Lipault® brand names
and other owned and licensed brand names. The Group’s core brand,
Samsonite, is one of the most well-known travel luggage brands in
the world.
About Tumi
Founded in 1975, Tumi is the leading global brand of premium
business, travel and lifestyle products and accessories. The brand
is sold in approximately 2,000 points of distribution from New York
to Paris to London and Tokyo, as well as in the world’s top
department, specialty and travel retail stores in over 75
countries.
Forward-Looking
Statements
Certain statements included in this communication are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under The Private Securities Litigation
Reform Act of 1995. Forward-looking statements generally are
accompanied by words such as “may”, “should”, “would”, “plan”,
“intend”, “anticipate”, “believe”, “estimate”, “predict”,
“potential”, “seem”, “seek”, “continue”, “future”, “will”,
“expect”, “outlook” or other similar words, phrases or expressions.
These forward-looking statements include statements regarding our
industry, future events, the proposed transaction between Tumi
Holdings, Inc. (“Tumi”) and Samsonite International S.A.
(“Samsonite”), the estimated or anticipated future results and
benefits of Tumi and Samsonite following the transaction, including
estimated synergies, the likelihood and ability of the parties to
successfully consummate the proposed transaction, future
opportunities for the combined company, and other statements that
are not historical facts. These statements are based on the current
expectations of Tumi and Samsonite management and are not
predictions of actual performance. These statements are subject to
a number of risks and uncertainties regarding Tumi’s and
Samsonite’s respective businesses and the transaction, and actual
results may differ materially. These risks and uncertainties
include, but are not limited to, changes in the business
environment in which Tumi and Samsonite operate, including
inflation and interest rates, and general financial, economic,
regulatory and political conditions affecting the industry in which
Tumi and Samsonite operate; changes in taxes, governmental laws,
and regulations; competitive product and pricing activity;
difficulties of managing growth profitably; the loss of one or more
members of Tumi’s or Samsonite’s management team; the inability of
the parties to successfully or timely consummate the proposed
transaction, including the risk that the required regulatory
approvals are not obtained, are delayed or are subject to
unanticipated conditions that could adversely affect the combined
company or the expected benefits of the transaction or that the
approval of the stockholders of Tumi and/or the shareholders of
Samsonite for the transaction is not obtained; failure to realize
the anticipated benefits of the transaction, including as a result
of a delay in consummating the transaction or a delay or difficulty
in integrating the businesses of Tumi and Samsonite; uncertainty as
to the long-term value of Tumi common stock or Samsonite common
shares; the inability to realize the expected amount and timing of
cost savings and operating synergies; those discussed in Tumi’s
Annual Report on Form 10-K for the year ended December 31, 2015
under the heading “Risk Factors,” as updated from time to time by
Tumi’s Quarterly Reports on Form 10-Q and other documents of Tumi
on file with the Securities and Exchange Commission (“SEC”) or in
the proxy statement on Schedule 14A that will be filed with the SEC
by Tumi; and those discussed in Samsonite’s Annual Report for the
year ended December 31, 2014 under the heading “Qualitative and
Quantitative Market Risks,” as updated from time to time by
Samsonite’s Interim Reports and other documents of Samsonite on
file with The Stock Exchange of Hong Kong Limited. There may be
additional risks that neither Tumi nor Samsonite presently know or
that Tumi and Samsonite currently believe are immaterial that could
also cause actual results to differ from those contained in the
forward-looking statements. In addition, forward-looking statements
provide Tumi’s and Samsonite’s expectations, plans or forecasts of
future events and views as of the date of this communication. Tumi
and Samsonite anticipate that subsequent events and developments
will cause Tumi’s and Samsonite’s assessments to change. However,
while Tumi and Samsonite may elect to update these forward-looking
statements at some point in the future, Tumi and Samsonite
specifically disclaim any obligation to do so. These
forward-looking statements should not be relied upon as
representing Tumi’s and Samsonite’s assessments as of any date
subsequent to the date of this communication.
Additional Information
This communication is not a solicitation of a proxy from any
stockholder of Tumi. In connection with the proposed transaction,
Tumi will file with the SEC a proxy statement on Schedule 14A. Tumi
will mail the proxy statement to its stockholders. INVESTORS ARE
URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE
IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain
the proxy statement, as well as other filings containing
information about Tumi free of charge, at the website maintained by
the SEC at www.sec.gov. Copies of the proxy statement and the
filings with the SEC that will be incorporated by reference in the
proxy statement can also be obtained, free of charge, by directing
a request to Investor Relations at Tumi (see above for contact
details) .
The respective directors and executive officers of Tumi and
other persons may be deemed to be participants in the solicitation
of proxies in respect of the proposed transaction. Information
regarding Tumi’s directors and executive officers is available in
its proxy statement on Schedule 14A filed with the SEC on March 24,
2015. These documents can be obtained free of charge from the
sources indicated above. Other information regarding the
participants in the proxy solicitation and their respective
interests will be included in the proxy statement and other
relevant materials to be filed with the SEC when they become
available.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160303006712/en/
Samsonite International S.A.Investor
Relations:William Yue, +852 2422 2611Fax: +852 2480
1808william.yue@samsonite.comorMedia Relations -
Asia:Artemis AssociatesVanita Sehgal, +852 2861 3227Mob:
+852 9103 4626vanita.sehgal@artemisassociates.comorJeffrey Chow,
+852 2861 3278Mob: +852 9812
0662jeffrey.chow@artemisassociates.comorMedia Relations -
USA:Sard Verbinnen & CoRon Low, +1 415 618
8750rlow@sardverb.comorBob Rendine, +1 212 687
8080rrendine@sardverb.comorMargaret Popper, +1 212 687
8080mpopper@sardverb.comorMedia Relations -
Europe:Newgate CommunicationsJonathan Clare, +44 207 680
6500orClotilde Gros, +44 207 680 6522Mob: +44 789 9790
749orMadeleine Palmstierna, +44 207 680 6529Mob: +44 777 1620
652orSamsonite@newgatecomms.comorTumi Holdings,
Inc.Investor Relations:ICR, Inc.Jean Fontana / Joseph
Teklits+1 203-682-8200jean.fontana@icrinc.comorMedia
Relations:ICR, Inc.Alecia Pulman / Brittany Fraser+1
646-277-1231brittany.fraser@icrinc.comorJoele Frank, Wilkinson
Brimmer KatcherKelly Sullivan / Leigh Parrish+1 212-355-4449
Tumi Holdings, Inc. (delisted) (NYSE:TUMI)
Historical Stock Chart
From Jun 2024 to Jul 2024
Tumi Holdings, Inc. (delisted) (NYSE:TUMI)
Historical Stock Chart
From Jul 2023 to Jul 2024