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8-K - FORM 8-K - CHICO'S FAS, INC. | g27957e8vk.htm |
Exhibit 99.1
For Immediate Release
Executive Contact:
Robert C. Atkinson
Vice President-Investor Relations
Chicos FAS, Inc.
(239) 274-4199
Robert C. Atkinson
Vice President-Investor Relations
Chicos FAS, Inc.
(239) 274-4199
Chicos FAS to Acquire Boston Proper
A Direct To Consumer Womens Fashion Brand Complementary to Chicos Existing Brands
Fort Myers, FL - August 17, 2011 - Chicos FAS, Inc. (NYSE:CHS) announced today a
definitive agreement to acquire Boston Proper Inc., a Boca Raton, Florida based privately held
direct-to-consumer retailer of distinctive womens apparel and accessories. The $205 million
transaction funded from available cash balances is expected to be immediately accretive to Chicos
earnings in its first full year of operations before giving any consideration to potential
synergies. Synergy opportunities include marketing, circulation and sourcing among others.
Commenting on the acquisition, Chicos FAS CEO and President David Dyer said, Boston Proper
has grown and thrived by offering women daring, modern fashion with a sensual feel through
compelling catalogs, direct marketing campaigns and its on-line channel. Boston Propers brand
focus is highly complementary to our existing brands customer experience, adds significant volume
to our direct-to-consumer channel and provides us new opportunities to grow market share. Boston
Propers talented management team can now accelerate its strategic initiatives to grow revenues and
profitability by leveraging our capabilities.
Dyer added, I am also very pleased that our companies are well aligned culturally. We have a
mutual focus on high quality fashion merchandise and personal service, developed by building
lifetime relationships with our customers. With my ten years of experience in direct marketing
both through catalog marketing and pioneering e-commerce with Lands
End, I believe Boston Proper will be a terrific growth vehicle for Chicos FAS and is a great
addition to our brand portfolio of Chicos, White House|Black Market and Soma Intimates.
Sheryl Clark, Boston Propers President and CEO stated, We are excited to become part of the
Chicos FAS family. Working closely with Dave and his management team, our focus will be to
accelerate our growth by delivering more value to our customer base and attracting new customers to
our brand.
Following the closing of the transaction, Boston Proper will operate as a stand-alone division
within Chicos FAS, under the leadership of Ms. Clark as President, who will report
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to Mr. Dyer. Michael Tiernan, former CEO and current Chairman, who began the company as an
entrepreneur serving a niche market, will be retiring. Boston Propers operations will remain in
Boca Raton for the foreseeable future.
Boston Proper, known for its Wear It Like No One Else tagline, achieved net revenues of
approximately $110 million for fiscal year 2010, a double-digit percentage improvement over the
prior year. Boston Proper has successfully grown revenues, profits and its customer base in each
of the last three years. Year-to-date, 2011 Boston Propers revenues have grown by approximately
13%.
The transaction is anticipated to close within 45 days but is subject to customary closing
conditions and regulatory review, including federal government review under the Hart-Scott-Rodino
Premerger Notification Act. Chicos FAS was advised on the transaction by Peter J. Solomon
Company. Boston Proper was advised on the transaction by Janney Montgomery Scott.
Chicos FAS, Inc. will host a conference call with security analysts today, August 17, 2011,
beginning at 8:30 a.m. EDT to review the announced acquisition as well as the operating results for
the second quarter ended July 30, 2011. The phone number for the call is 866-843-0890
(international callers should use 412-317-9250). Interested participants should call a few minutes
prior to the 8:30 a.m. start, keying in the entry number 2346490 in order to be placed in queue.
The live call is also being webcast over the Internet by Thomson Street Events and is being
delivered over their investor distribution network. Individual investors can listen to the webcast
at http://www.earnings.com/. Institutional subscribers can access the webcast at
http://www.streetevents.com/. The webcast will also be available at the Events Calendar page of
the Chicos FAS, Inc. corporate Web site, http://www.chicosfas.com.
ABOUT CHICOS FAS, INC.
The Company is a womens specialty retailer of private branded, sophisticated,
casual-to-dressy clothing, intimates, complementary accessories, and other non-clothing gift items.
The Company operates 1,221 specialty stores, including stores in 48 states, the District of
Columbia, the U.S. Virgin Islands and Puerto Rico.
The Chicos brand currently operates 598 boutiques and 78 outlet stores, publishes a catalog
during key shopping periods throughout the year, and conducts e-commerce at www.chicos.com.
White House | Black Market currently operates 354 boutiques and 25 outlet stores, publishes a
catalog highlighting its latest fashions and conducts e-commerce at www.whbm.com.
Soma Intimates is the Companys developing concept with 150 boutiques and 16 outlet stores
today. Soma Intimates also publishes a catalog for its customers and conducts e-commerce at
www.soma.com.
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About Boston Proper
Boston Proper is a leading direct-to-consumer retailer of womens high-end apparel and
accessories based in Boca Raton, Florida. Boston Proper provides unique, distinctive fashion
designed for todays independent, confident and active woman. The merchandise focus is about
creating a daring, modern style with a sensual feel and is available exclusively through the Boston
Proper catalog and website, www.bostonproper.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Certain
statements contained herein, including without limitation, statements addressing the beliefs,
plans, objectives, estimates or expectations of the Company or future results or events constitute
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995, as amended. Such forward-looking statements involve known or unknown risks, including, but
not limited to, general economic and business conditions, and conditions in the specialty retail
industry. There can be no assurance that the actual future results, performance, or achievements
expressed or implied by such forward-looking statements will occur. Users of forward-looking
statements are encouraged to review the Companys latest annual report on Form 10-K, its filings on
Form 10-Q, managements discussion and analysis in the Companys latest annual report to
stockholders, the Companys filings on Form 8-K, and other federal securities law filings for a
description of other important factors that may affect the Companys business, results of
operations and financial condition. The Company does not undertake to publicly update or revise
its forward-looking statements even if experience or future changes make it clear that projected
results expressed or implied in such statements will not be realized.
For more detailed information on Chicos FAS, Inc., please go to our corporate website,
www.chicosfas.com.
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