EDEN PRAIRIE, Minn.--(BUSINESS WIRE)--Bluestem Group Inc. (OTCMKTS: BGRP) today announced the completion of its acquisition of Orchard Brands Corporation, a leading national, multi-brand family of 13 catalog and eCommerce brands serving the boomer and senior demographics, for $410 million in cash, subject to customary purchase price adjustments. The transaction will broaden and diversify the customer base and retail capabilities of Bluestem Group’s wholly-owned subsidiary, Bluestem Brands, Inc.
The acquisition was funded with a combination of cash on-hand, a new term debt syndication, and a new asset-based lending facility. The term debt was underwritten by Credit Suisse Securities (USA) LLC and Morgan Stanley Senior Funding Inc., while Credit Suisse and U.S. Bank National Association led the asset based lending facility. Bluestem Group was advised by its financial adviser Morgan Stanley & Co. LLC and by its counsels Akin Gump Strauss Hauer & Feld LLP and Faegre Baker Daniels LLP. Orchard Brands was advised by its financial advisor Goldman Sachs and by its counsel Schulte Roth & Zabel.
About Bluestem Group Inc.
Bluestem Group Inc. is a holding company whose businesses include Bluestem Brands, Inc., a multi-brand, online retailer of a broad selection of name-brand and private label general merchandise serving low- to middle-income consumers in the U.S. Bluestem operates Fingerhut, Gettington and PayCheck Direct brands. Complementing each brand is a large selection of merchandise with a variety of payment options to provide customers with the flexibility of paying over time. Bluestem Group is headquartered in Eden Prairie, MN. For additional information visit Bluestem Brands’ website at www.bluestemgroup.com.
About Orchard Brands
Orchard Brands is a national multi-channel direct marketer offering apparel, accessories, and home products for women and men principally in the rapidly growing and underserved boomer and senior demographic. The Orchard Brands portfolio includes Blair, Haband, Norm Thompson, Solutions, Sahalie, Gold Violin, Appleseed’s, Tog Shop, LinenSource, Draper’s & Damon’s, Old Pueblo Traders, Bedford Fair and WinterSilks. Orchard distributes more than 512 million catalogs and mailers annually and operates dedicated internet sites for each brand (including a universal web cart). For more information, please visit http://www.orchardbrands.com.
Forward Looking Statements
This release contains statements that are “forward-looking statements”. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. All statements contained herein that are not clearly historical in nature are forward-looking. In some cases, you can identify these statements by use of forward-looking words such as “may,” “will,” “should,” “anticipate,” “estimate,” “expect,” “plan,” “believe,” “predict,” “potential,” “project,” “intend,” “could” or similar expressions. In particular, statements regarding Bluestem’s plans, strategies, prospects and expectations regarding its business are forward-looking statements. You should be aware that these statements and any other forward-looking statements in this document only reflect Bluestem’s beliefs, assumptions and expectations and are not guarantees of performance. These statements involve risks, uncertainties and assumptions. Many of these risks, uncertainties and assumptions are beyond Bluestem’s control and may cause actual results and performance to differ materially from Bluestem’s expectations.
Forward-looking statements are based on Bluestem’s beliefs, assumptions and expectations of its future performance and actions, taking into account all information currently available to Bluestem. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to Bluestem or are within its control. If a change occurs, Bluestem’s plans, business, financial condition, and liquidity may vary materially from those expressed in its forward-looking statements. Important factors that could cause the actual results to be materially different from Bluestem’s expectations include the satisfaction of applicable conditions to the merger and the risks and uncertainties set forth in “Risk Factors” in Bluestem’s Report as of and for the fiscal years ended January 30, 2014 and January 31, 2013.
Accordingly, you should not place undue reliance on the forward-looking statements contained in this release. These forward-looking statements are made only as of the date of this release. Bluestem undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.