Timeline: Kohl's abandons sale talks as market turmoil weighs

Franchise

01/07/2022 12:34

July 1 (Reuters) - A monthslong bidding race for Kohl's Corp
 KSS.N  ended on Friday after the department store chain said it
was scrapping  plans to sell itself to Vitamin Shoppe owner
Franchise Group  FRG.O  due to the downturn in market
conditions.
    Here are the major events leading up to the deal:     
    
 DATE               EVENT
 March, 2021        Activist investor Macellum seeks to
                    replace nine of Kohl's directors in a
                    campaign conducted with hedge funds
                    Ancora Holdings Inc and Legion Partners
                    Asset Management LLC.
 April 14, 2021     Kohl's settles with the activist group,
                    agrees to add three new directors to
                    its board.  urn:newsml:reuters.com:*:nL4N2M73GB
 Dec. 6, 2021       Hedge fund Engine Capital LP pushes
                    Kohl's to consider selling itself or
                    separating its e-commerce division to
                    improve its lagging stock price.
                     urn:newsml:reuters.com:*:nL4N2SR2N6
 Jan. 18            Macellum urges Kohl's to explore
                    strategic alternatives including a
                    sale, adding it plans to nominate a
                    slate of directors to the board.
                     urn:newsml:reuters.com:*:nL4N2TY2PO
 Jan. 18            Acacia Research  ACTG.O , backed by
                    activist investor Starboard Value,
                    contacts Kohl's to explore bid,
                    offering to pay $64 per share.
                     urn:newsml:reuters.com:*:nL1N2TY16E
 Jan. 23            Private equity firm Sycamore Partners
                    prepares to make a bid, saying it is
                    willing to pay at least $65 per share
                    for the retailer.  urn:newsml:reuters.com:*:nL1N2U30IJ    
 Jan. 25            Macellum presses Kohl's for at least
                    one board seat and a public statement
                    that it is reviewing strategic
                    alternatives.  urn:newsml:reuters.com:*:nL1N2U512S    
 Feb. 4             Kohl's adopts a shareholder rights
                    plan, rejects the buyout offers as
                    undervalued.  urn:newsml:reuters.com:*:nL4N2UF26X    
 Feb. 10            Macellum nominates 10 directors to
                    Kohl's 14-member board, arguing it has
                    not done enough to improve its business
                    and that it should sell itself.
                     urn:newsml:reuters.com:*:nL1N2UL1NU
 March 7            Kohl's says it had engaged with over 20
                    parties regarding strategic
                    alternatives and signed confidentiality
                    agreements with some.  urn:newsml:reuters.com:*:nL2N2VB014    
 March 16           Canadian department store chain
                    Hudson's Bay Co bids for Kohl's.
                     urn:newsml:reuters.com:*:nL3N2VJ3DF    
 March 21           Kohl's says reviewing multiple
                    preliminary offers from buyers.
                     urn:newsml:reuters.com:*:nL3N2VO2EQ    
 April 12           Franchise Group enters the race with a
                    $9 billion indicative offer, saying it
                    would be willing to pay $69 per share.
                     urn:newsml:reuters.com:*:nL2N2VQ2Z1    
 April 25           J.C. Penney owners Simon Property Group
                    Inc  SPGS.N  and Brookfield Asset
                    Management Inc  BAMa.TO  offer $68 a
                    share for Kohl's, the New York Post
                    reports, citing sources close to the
                    talks. (https://bit.ly/3ODr5qo)    
 May 11             Kohl's wins proxy battle against
                    Macellum, with investors rejecting the
                    hedge fund's efforts to replace 10
                    board directors.  urn:newsml:reuters.com:*:nL2N2X311W    
 May 19             Kohl's cuts full-year earnings forecast
                    and warns of weaker demand, saying the
                    impact of high inflation on consumers'
                    spending habits is not expected to
                    abate any time soon.  urn:newsml:reuters.com:*:nL3N2XB1YU    
 May 25             Reuters reports bidders were preparing
                    to revise their offers down from the
                    indicative bids submitted earlier,
                    reflecting the market downturn and the
                    company's struggling business.
                     urn:newsml:reuters.com:*:nL2N2XG2LK    
 June 6             Franchise enters into a three-week-long
                    exclusive discussion window with Kohl's
                    over a potential sale of the retailer
                    at $60 per share.  urn:newsml:reuters.com:*:nL4N2XT38M   
 June 21            Kohl's and Franchise in talks to retain
                    the department store chain's top
                    management team, including CEO Michelle
                    Gass, three sources say.  urn:newsml:reuters.com:*:nL1N2Y82X3  
                    
 June 22            Franchise mulls lowering its offer
                    price for Kohl's to closer to $50 per
                    share from about $60 earlier, CNBC
                    reports, citing a source familiar with
                    the deal talks.  urn:newsml:reuters.com:*:nL4N2Y935R    
 July 1             Kohl's calls off talks to sell itself
                    to Franchise Group, blaming a downturn
                    in market conditions.  urn:newsml:reuters.com:*:nL4N2YI0RF
                    
 
 (Reporting by Deborah Sophia in Bengaluru; Editing by Sriraj
Kalluvila)
 ((DeborahMary.Sophia@thomsonreuters.com;))