Welcome!

News Feed Item

Mill Road Capital and Blackstone Announce Completion of Going Private Acquisition of R. G. Barry Corporation

PICKERINGTON, Ohio, Sept. 4, 2014 /PRNewswire/ -- Mill Road Capital ("Mill Road"), a private investment firm focused on investing in publicly traded micro-cap companies, and funds affiliated with Blackstone Tactical Opportunities ("Blackstone"), today announced the completion on September 3, 2014 of the going private transaction contemplated by the previously announced Agreement and Plan of Merger, dated May 1, 2014 involving the acquisition of R.G. Barry Corporation ("R.G. Barry" or the "Company") by affiliates of Mill Road Capital and Blackstone.  As a result of the merger, R.G. Barry will become a private company and, as of today, its common shares (NASDAQ: DFZ) will no longer be publicly traded.

Mill Road Capital initially took a position in R.G. Barry's common shares in January 2008.  Over the years leading up to Mill Road's September, 2013 offer to acquire 100% of R.G. Barry, Mill Road had accumulated 1,093,189 shares of R.G. Barry, an approximately 9.8% ownership stake.

Blackstone is participating as an equity investor in the transaction alongside Mill Road Capital.  R.G. Barry is now approximately 50%-owned by Mill Road Capital and 48%-owned by Blackstone, with the remaining 2% held by a consortium of institutional investors.

Scott Scharfman, a Managing Director of Mill Road Capital, stated, "We have been a public shareholder of R.G. Barry for many years, and are excited to welcome the new privately-held R.G. Barry to the Mill Road family.  We look forward to working with the great team at R.G. Barry and with Blackstone to start an exciting new chapter in R.G. Barry's history."

Naveen Bhatia of Blackstone Tactical Opportunities added, "We believe that under a new, private ownership structure, R.G. Barry can be more flexible and will be better able to implement and execute its long-term strategic plan, including its ongoing acquisition efforts, in order to build value for the future.  We are pleased to collaborate with the terrific team at Mill Road Capital in this transaction and with the first-rate management team and associates of R.G. Barry in the next phase of growth of the Company."

"This is a great outcome for our public stockholders and for R.G. Barry," said Greg Tunney, R.G. Barry's President and Chief Executive Officer. "Whether it is developing and improving our existing brands or adding new accessory labels to our portfolio, our agility, access to capital and sense of immediacy has multiplied many times today with the tremendous resources and expertise available to us from our new investors Mill Road and Blackstone."

Under the terms of the Merger Agreement, which was approved by R.G. Barry's shareholders at a special meeting held on September 3, 2014, each of R.G. Barry's common shares has been cancelled and converted into the right to receive $19.00 in cash, without interest and less any applicable withholding taxes, except for shares held by (i) R.G. Barry and certain affiliates of Mill Road or their subsidiaries, or (ii) a shareholder who has demanded, perfected and not withdrawn or otherwise lost such holder's demand for appraisal under Ohio law.  R.G. Barry shareholders of record as of the effective time of the merger that are entitled to receive such consideration for their shares will receive a letter of transmittal and instructions on how to surrender their share certificates in exchange for the merger consideration; shareholders should wait to receive the letter of transmittal before surrendering their share certificates.

In addition to de-listing from the NASDAQ Global Select Market, R.G. Barry has filed a Form 15 with the SEC, terminating its public reporting obligations under the Securities Exchange Act of 1934, as amended.  As a result, R.G. Barry is no longer required to file certain reports and forms (including Form 10-K, Form 10-Q and Form 8-K) with the SEC.

Golub Capital arranged the debt financing in support of the merger.  Katten Muchin Rosenman LLP provided legal counsel to Golub Capital. Mill Road Capital was advised by Foley Hoag LLP, its legal counsel.  Blackstone was advised by its legal counsel, Paul Hastings LLP.  R.G. Barry was advised by Peter J. Solomon Company, L.P., its financial advisor, and Vorys, Sater, Seymour and Pease LLP, its legal counsel.

About Mill Road Capital

Mill Road Capital is a private investment firm focused on investing in and partnering with publicly traded micro-cap companies in the U.S. and Canada. The firm has flexible, long-term capital with the ability to purchase shares in the open market, buy large block positions from existing shareholders, provide capital for growth or acquisition opportunities, or execute going-private transactions. The firm has raised approximately $670 million of aggregate equity capital commitments.  More information can be found at http://www.millroadcapital.com.

About Blackstone

Blackstone's Tactical Opportunities business employs an opportunistic, multi-asset class investment strategy focused on special situations investments.  Tac Opps seeks to invest globally in opportunities throughout the capital structure.  The strategy leverages the deep synergies and experience that exist across Blackstone's leading alternative asset and advisory platform to generate attractive opportunities.   

Blackstone is one of the world's leading investment firms. We seek to create positive economic impact and long-term value for our investors, the companies we invest in, and the communities in which we work. We do this by using extraordinary people and flexible capital to help companies solve problems. Our asset management businesses, with almost $300 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, non-investment grade credit, real assets and secondary funds, all on a global basis. Blackstone also provides various financial advisory services, including financial and strategic advisory, restructuring and reorganization advisory and fund placement services. Further information is available at www.blackstone.com. Follow Blackstone on Twitter @Blackstone.

About R.G. Barry

R.G. Barry creates and markets great accessories brands and fashionable, solution-oriented products that make life better. Its primary brands include: Dearfoams slippers (dearfoams.com); baggallini handbags, totes and travel accessories (baggallini.com); and Foot Petals premium insoles and comfort products (footpetals.com). To learn more, please visit rgbarry.com.    

SOURCE R. G. Barry Corporation

More Stories By PR Newswire

Copyright © 2007 PR Newswire. All rights reserved. Republication or redistribution of PRNewswire content is expressly prohibited without the prior written consent of PRNewswire. PRNewswire shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

Latest Stories
Interested in leveling up on your Cloud Foundry skills? Join IBM for Cloud Foundry Days on June 7 at Cloud Expo New York at the Javits Center in New York City. Cloud Foundry Days is a free half day educational conference and networking event. Come find out why Cloud Foundry is the industry's fastest-growing and most adopted cloud application platform.
In order to meet the rapidly changing demands of today’s customers, companies are continually forced to redefine their business strategies in order to meet these needs, stay relevant and continue to see profitable growth. IoT deployment and development is integral in this transformation, and today businesses are increasingly seeing the value of investing their resources into IoT deployments. These technologies are able increase ROI through projects such as connecting supply chains or enabling sm...
Most DevOps journeys involve several phases of maturity. Research shows that the inflection point where organizations begin to see maximum value is when they implement tight integration deploying their code to their infrastructure. Success at this level is the last barrier to at-will deployment. Storage, for instance, is more capable than where we read and write data. In his session at @DevOpsSummit at 20th Cloud Expo, Josh Atwell, a Developer Advocate for NetApp, will discuss the role and value...
SYS-CON Events announced today that Outscale, a global pure play Infrastructure as a Service provider and strategic partner of Dassault Systèmes, will exhibit at SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Founded in 2010, Outscale simplifies infrastructure complexities and boosts the business agility of its customers. Outscale delivers a secure, reliable and industrial strength solution for its customers, which in...
As cloud adoption continues to transform business, today's global enterprises are challenged with managing a growing amount of information living outside of the data center. The rapid adoption of IoT and increasingly mobile workforce are exacerbating the problem. Ensuring secure data sharing and efficient backup poses capacity and bandwidth considerations as well as policy and regulatory compliance issues.
SYS-CON Events announced today that Cloud Academy will exhibit at SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Cloud Academy is the industry’s most innovative, vendor-neutral cloud technology training platform. Cloud Academy provides continuous learning solutions for individuals and enterprise teams for Amazon Web Services, Microsoft Azure, Google Cloud Platform, and the most popular cloud computing technologies. Ge...
When NSA's digital armory was leaked, it was only a matter of time before the code was morphed into a ransom seeking worm. This talk, designed for C-level attendees, demonstrates a Live Hack of a virtual environment to show the ease in which any average user can leverage these tools and infiltrate their network environment. This session will include an overview of the Shadbrokers NSA leak situation.
SYS-CON Events announced today that delaPlex will exhibit at SYS-CON's @ThingsExpo, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. delaPlex pioneered Software Development as a Service (SDaaS), which provides scalable resources to build, test, and deploy software. It’s a fast and more reliable way to develop a new product or expand your in-house team.
In his opening keynote at 20th Cloud Expo, Michael Maximilien, Research Scientist, Architect, and Engineer at IBM, will motivate why realizing the full potential of the cloud and social data requires artificial intelligence. By mixing Cloud Foundry and the rich set of Watson services, IBM's Bluemix is the best cloud operating system for enterprises today, providing rapid development and deployment of applications that can take advantage of the rich catalog of Watson services to help drive insigh...
SYS-CON Events announced today that Interoute has been named “Bronze Sponsor” of SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Interoute is the owner operator of Europe's largest network and a global cloud services platform, which encompasses over 70,000 km of lit fiber, 15 data centers, 17 virtual data centers and 33 colocation centers, with connections to 195 additional partner data centers. Our full-service Unifie...
Amazon started as an online bookseller 20 years ago. Since then, it has evolved into a technology juggernaut that has disrupted multiple markets and industries and touches many aspects of our lives. It is a relentless technology and business model innovator driving disruption throughout numerous ecosystems. Amazon’s AWS revenues alone are approaching $16B a year making it one of the largest IT companies in the world. With dominant offerings in Cloud, IoT, eCommerce, Big Data, AI, Digital Assis...
The 21st International Cloud Expo has announced that its Call for Papers is open. Cloud Expo, to be held October 31 - November 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA, brings together Cloud Computing, Big Data, Internet of Things, DevOps, Digital Transformation, Machine Learning and WebRTC to one location. With cloud computing driving a higher percentage of enterprise IT budgets every year, it becomes increasingly important to plant your flag in this fast-expanding busin...
Internet of @ThingsExpo, taking place October 31 - November 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with the 21st International Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. @ThingsExpo Silicon Valley Call for Papers is now open.
For financial firms, the cloud is going to increasingly become a crucial part of dealing with customers over the next five years and beyond, particularly with the growing use and acceptance of virtual currencies. There are new data storage paradigms on the horizon that will deliver secure solutions for storing and moving sensitive financial data around the world without touching terrestrial networks. In his session at 20th Cloud Expo, Cliff Beek, President of Cloud Constellation Corporation, w...
As enterprise cloud becomes the norm, businesses and government programs must address compounded regulatory compliance related to data privacy and information protection. The most recent, Controlled Unclassified Information and the EU’s GDPR have board level implications and companies still struggle with demonstrating due diligence. Developers and DevOps leaders, as part of the pre-planning process and the associated supply chain, could benefit from updating their code libraries and design by in...