Talbots plans last-out term loan, gets consents for change of control

By Sara Rosenberg

New York, June 1 - Talbots Inc. has received a commitment for last-out term loan with its buyout by Sycamore Partners, and consent from lenders for the change of control so that the existing credit facility can remain in place, according to an SC 13D filed with the Securities and Exchange Commission on Friday.

Wells Fargo Bank is leading the last-out term loan that will be sized at the lesser of $11 million and the difference between the aggregate commitment of $85 million under the debt commitment letter and the existing term loan amount.

GE Capital Corp. is the agent on the existing revolver and Wells Fargo Bank is the agent on the existing term loan.

Under the agreement, Talbots is purchased for $2.75 per share in cash. The transaction is valued at about $369 million, including net debt.

Other funds for the transaction will come in part from $84 million of equity.

Closing is expected in the third quarter, subject to the tender of a minimum of common stock shares, regulatory approvals and a minimum level of availability being maintained under the company's current credit facilities.

Talbots is a Hingham, Mass.-based specialty retailer and direct marketer of women's apparel, shoes and accessories.

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