FOLLOW US

Members of the Nordstrom family, including CEO Erik Nordstrom, have partnered with Mexican omnichannel retailer El Puerto de Liverpool to take Nordstrom Inc. private in a $6.25 billion all-cash deal, the companies announced Monday. Seven law firms facilitated the agreement, which will reshape the iconic retailer’s future.

Key Details of the Transaction

Under the terms of the agreement, the Nordstrom family and Liverpool will acquire all outstanding shares they do not already own for $24.25 per share, representing a 42% premium over Nordstrom’s closing price before speculation about the deal began in March.

The announcement follows months of deliberation by the retailer, which in September acknowledged receiving a $23-per-share proposal valuing the company at approximately $3.8 billion. The deal is expected to close in the first half of 2025, with the Nordstrom family holding a majority stake.

Legal Teams Drive the Agreement

The landmark deal required coordination across seven law firms. Sidley Austin LLP and Perkins Coie LLP advised Nordstrom’s special committee of directors, while WilmerHale, Lane Powell PC, and Davis Wright Tremaine LLP counseled the Nordstrom family. Liverpool received legal guidance from Simpson Thacher & Bartlett LLP and Galicia Abogados SC.

The Sidley Austin team included mergers and acquisitions partners Gary Gerstman, Derek Zaba, and Scott Williams, who played critical roles in shaping the agreement.

A Vision for Nordstrom’s Future

Erik Nordstrom heralded the transaction as an opportunity to secure the company’s legacy. “For over a century, Nordstrom has operated with a foundational principle of helping customers feel good and look their best,” he said. “Today marks an exciting new chapter for the business. On behalf of my family, we look forward to ensuring Nordstrom thrives long into the future.”

Founded in 1901 as a Seattle shoe store, Nordstrom has evolved into a retail giant with over 350 Nordstrom, Nordstrom Local, and Nordstrom Rack locations. The deal’s financial structure includes rollover equity from both Nordstrom and Liverpool, $450 million in new bank financing, cash commitments from Liverpool, and existing company funds.

Liverpool’s Strategic Partnership

Graciano F. Guichard G., Liverpool’s executive chairman, highlighted the synergy between the two entities. “Nordstrom is one of the worldwide leaders in department store retailing, and we’re thrilled to be investing in a company that has meaningfully shaped the industry for nearly 125 years,” he said. “We are honored to partner with the Nordstrom family and their talented team.”

This strategic partnership underscores Liverpool’s commitment to enhancing Nordstrom’s customer-focused business model, signaling a promising trajectory for the retailer.