UPDATE 5-Bain pays $1.8bln for kids clothing firm Gymboree

* Gymboree shareholders to get $65.40/shr

* Deal at 23.5 percent premium to Friday’s close

* Morgan Stanley, Credit Suisse providing financing-source

* Deal price made up of about 1/3 equity, rest debt-source (Adds details about financing and valuation, changes dateline, previous BANGALORE)

By Nivedita Bhattacharjee and Megan Davies

BANGALORE/NEW YORK, Oct 11 (Reuters) - Children's clothing maker Gymboree Corp GYMB.O is selling itself to buyout firm Bain Capital Partners for $1.8 billion, it said on Monday, as cheap valuations and clean balance sheets make specialty apparel companies attractive takeover targets.

Bain beat other private equity bidders such as Apollo Global Management [APOLO.UL], which also had been pursuing the firm, two sources familiar with the situation said on Monday.

The deal values Gymboree at $65.40 in cash and includes a “go-shop” period of 40 days until Nov. 20 when the company can solicit rival bids.

Shares closed at $64.83 on Nasdaq, indicating the market is not anticipating a higher bid for the company.

About one third of the deal value is made up of equity and the remainder debt, one of the sources familiar with the situation told Reuters.

Private equity deal flow has increased in recent months, as financing markets have rebounded. Some buyout funds are under pressure to spend money before their investment periods end and concerns about potential tax hikes rise.


Many observers are expecting Crazy 8, a cheaper, funkier line of children’s wear, to spur growth the company.

Gymboree has topped earnings estimates for the past six quarters, helped by the popularity of its “Gymbucks” program, where customers spending above a certain limit receive coupons, which they can then redeem on later purchases.

“The timing (for Gymboree) is prudent just because it allows them more flexibility to ramp up the growth of Crazy 8,” said Betty Chen, who covers specialty apparel companies at Wedbush Securities.

“If companies have a growth vehicle, (going private) presents a great opportunity to grow it in private, incubate it, gain some traction and then take it out again in two or three years’ time,” Chen said.

Analysts think deal could fuel more takeovers in specialty apparel, with three analysts naming Children's Place Retail Stores Inc PLCE.O as a possible candidate. Children's Place, which hit a new year-high Monday, closed up 2 percent on Nasdaq, while rival Carter's Inc CRI.N ended the day up 3 percent on the New York Stock Exchange.

“Specialty apparel companies usually have a lot of cash flow and the brand equity is also something that is quite difficult to start from scratch ... if you buy a strong brand like Gymboree, that is compelling,” Chen said.


Gymboree shareholders will get $65.40 in cash for each share held; a premium of 23.5 percent to the stock’s closing on Friday. The offer values the company at a 57 percent premium to the stock’s trading price before reports on a possible sale of the company made the rounds on Sept. 30.

“The offer is in the range of what we were expecting ... around seven and a half to 8 times EBITDA,” Chen said.

The deal is structured as a tender offer, which typically takes a shorter time to close than a regularly structured deal. A recent deal to take Burger King BKC.N private was similarly structured.

Though the offer is not on par with what deals were at before the recession, it is compelling, said Sterne Agee & Leach analyst Margaret Whitfield. “I think shareholders will have something to say if an offer like this is turned down,” she said.

The San Francisco-based retailer’s shares were trading at about 13 times forward earnings, nearly half the industry average of around 25.

As of July 31, the company, which operates about 1,000 retail stores in the United States, Canada, Puerto Rico and Australia, had cash on hand of about $132.4 million and no long-term debt.

The company said it will solicit acquisition proposals from third parties for a period of 40 days.

Goldman Sachs is acting as financial adviser to the special committee of the board. Morgan Stanley MS.N and Credit Suisse CSGN.VX are providing financing for the deal, one of the sources said. (Reporting by Nivedita Bhattacharjee in Bangalore and Megan Davies in New York. Additional reporting by NR Sethuraman, Anil D'Silva. Editing by Gopakumar Warrier, Anthony Kurian and Robert MacMillan)