Hooker Furniture Corp. entered into an asset purchase agreement to acquire substantially all of the assets of Home Meridian International, Inc. for $100 million.
January 06, 2016
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Hooker Furniture Corp. (NasdaqGS:HOFT) entered into an asset purchase agreement to acquire substantially all of the assets of Home Meridian International, Inc. for $100 million in cash and stock on January 5, 2016. The consideration includes payment of $85 million in cash and the balance $15 million of newly issued Hooker Furniture shares. Hooker Furniture will pay a termination fee of $1 million in case of termination of the transaction. The Home Meridian International division's headquarters will continue to be located in High Point, N.C., and Hooker Furniture Corporation's headquarters will remain in Martinsville, Va. The combined entity will have approximately 900 employees worldwide. As part of the transaction, Hooker also entered into a commitment letter with Bank of America, N.A. to provide debt financing for the transactions contemplated in the form of a $90 million senior credit facility.
The transaction is subject to expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the receipt of certain third-party consents or approvals, regulatory approval, Hooker Furniture having obtained financing and other customary closing conditions and it is expected to close in the first quarter of 2016 but not prior to February 1, 2016. The transaction has been approved by the shareholders of Home Meridian. As on January 27, 2016, the transaction received early termination of antitrust waiting period approval from FTC.
James M. Anderson III and David J. Hornyak of McGuireWoods LLP acted as legal advisor for Hooker Furniture Corporation. Robert B. Loper, Noah D. Beck, Howard B. Epstein, Ian L. Levin and Ronald B. Risdon of Schulte Roth & Zabel LLP acted as legal advisor for Home Meridian International, Inc. BB&T Capital Markets Inc. acted as financial advisor for Hooker Furniture. Duff & Phelps served as exclusive financial advisor to of Home Meridian International, Inc.
Hooker Furnishings Corporation is a designer, marketer and importer of casegoods (wooden and metal furniture), leather furniture, fabric-upholstered furniture, lighting, accessories, and home decor for the residential, hospitality and contract markets. Its segments include Hooker Branded, Home Meridian and Domestic Upholstery. Hooker Branded segment which includes two businesses: Hooker Casegoods, which covers a range of design categories and includes home entertainment, home office, accent, dining and bedroom furniture in the upper-medium price points sold under the Hooker Furniture brand; and Hooker Upholstery, which includes imported upholstered furniture targeted at the upper-medium price-range. The Home Meridian segment includes Pulaski Furniture, Samuel Lawrence Furniture, Prime Resources International and Samuel Lawrence Hospitality. The Domestic Upholstery segment includes Bradington-Young, HF Custom, Shenandoah Furniture and Sunset West operations.
Hooker Furniture Corp. entered into an asset purchase agreement to acquire substantially all of the assets of Home Meridian International, Inc. for $100 million.
HOOKER FURNISHINGS CORPORATION 
