Roots agrees to go-private transaction led by Marquee Brands

Roots Corp. ROOT-T says it has agreed to a go-private transaction led by Marquee Brands for $4.10 per share.

As part of the transaction, Marquee Brands partnered with JM&A Design and Development Inc., an operating company led by Joe Mimran, known for founding clothing brands including Joe Fresh, as well as retail veteran Frank Rocchetti.

“This transaction brings together Marquee Brands’ global brand-building platform and JM&A’s operational leadership to position Roots for its next chapter of growth,” Roots CEO Meghan Roach said in a news release.

Under the terms of the deal, JM&A will acquire all issued and outstanding common shares of Roots.

JM&A will also oversee the design, manufacturing and distribution of the brand’s apparel. It will also assume responsibility for Roots’ retail and e-commerce operations in Canada and the U.S.

“With that foundation in place, we see significant global opportunity to extend Roots into new categories, markets and consumer segments, while remaining true to all that makes the brand distinctive,” said Marquee Brands CEO Heath Golden.

Roots announced a strategic review in March, where the board said it would study a range of possibilities, including a possible sale. The process was meant to find ways to maximize value for shareholders.

Since announcing the review, the retailer has had little to say. In June, when the company reported its first-quarter earnings, Roach said the company wasn’t going to share updates until the board approved a transaction or determined disclosure of what’s going on was required by law or appropriate.

The go-private transaction is expected to close in the fourth quarter and is subject to court and regulatory approvals as well as other closing conditions, with a shareholder vote expected in October.