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GTCR, Sycamore Take CommerceHub Private in $1.1 Billion Deal

06 March 2018

Albany, New York-headquartered retail and commerce solutions provider CommerceHub on Tuesday said private equity firms GTCR LLC and Sycamore Partners will take the company private in $1.1 billion deal.

The deal will see GTCR and Sycamore pay $22.75 a share to holders of CommerceHub’s class A, B and C stock. That represents a 24.5 percent premium on the class A stock and a 30.2 percent premium on the class C stock based on their March 5 closing prices, CommerceHub said.

“This is a significant milestone for CommerceHub and a very positive outcome for our stockholders,” CommerceHub founder, President and CEO Frank Poore said in a statement on Tuesday. “GTCR and Sycamore recognize the power of CommerceHub’s platform and our unique ability to transform how retailers and brands drive growth through e-commerce."

CommerceHub specializes in providing products and solutions to retailers and brands, including drop shipment, which allows merchants to offer consumers products that are shipped directly to customers from inventory warehouses, saving retailers from the costs and logistical issues associated with a warehouse.

The company also offers solutions to help retailers acquire new customers and improve their delivery capabilities as well as applications to streamline the commerce process.

“Frank and the CommerceHub team have built a unique company with a highly strategic position in ecommerce,” GTCR Managing Director Mark Anderson said in a statement. “We are excited to work with Frank to continue executing on their vision for a platform and network to tie together all sources of demand, supply and delivery in global e-commerce.”

CommerceHub said it will keep its Albany headquarters as well as its offices in Seattle, Washington, and Hertford, England. According to CommerceHub, the deal is slated to close in the third quarter of 2018.

The addition of CommerceHub for Sycamore and GTCR add to their already stellar lineup of portfolio companies.

Sycamore, which focuses on retail and consumer investments, controls office supply retailer Staples Inc. and department store owner Belk Inc. as well as women’s clothing and accessory retailers Nine West and Talbots Inc.

As for GTCR, the private equity firm’s involvement in CommerceHub is a departure from the majority of its investments, which include cloud-based media communications software provider Cision and outdoor advertising company Fairway Outdoor Advertising LLC. GTCR’s investments are generally categorized in the health care, financial services, technology and media and telecommunications industries.

GTCR and Sycamore are represented by a Kirkland & Ellis LLP team led by corporate partners William Sorabella, Stephen Ritchie, Mikaal Shoaib, Sean Rodgers, James Faley, Christopher Thomas and Laura Sullivan, associates Peter Stach and Lauren Yeager and debt finance partners Christopher Butler, Judson Oswald and Jessica Woolf.

CommerceHub is represented by Baker Botts LLP.

Peter Stach, P.C.

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