Lots of Questions About Nordstrom Merger Proposal

I love shopping at Nordstrom Rack. That’s in no small part because I have a Nordstrom-branded credit card that gives me “notes” whenever I use it. For every $1,000 I put on the card, I get $10 to spend at Nordstrom. That adds up faster than you may think, even though I have zero credit card debt.

You’ve probably heard the news that the Nordstrom family, led by Erik and Pete Nordstrom, wants to enter into an agreement with Mexican retailer El Puerto de Liverpool to sell all outstanding shares of the company for $23 per share in cash, or $3.8 billion. The Nordstrom family would still own 50.1% of the company, and it would no longer be publicly traded. The share price closed today at $22.78 and is up 25% on the year.

It’s unclear whether company shareholders will approve the proposal, but Nordstrom says “no action” is required at this time.

It’s no secret that the Seattle-based retailer has long wanted to take the company private. It tried and failed seven years ago, and earlier this year formed a special committee to evaluate whether the company would be better off as a private entity, away from the public scrutiny and regulation that comes with its status as a public company.

I’m not sure what that would mean for me and other shoppers. Will merchandise change? Will Nordstrom still offer a loyalty program? Will it still have the same commitment to Seattle’s corporate and philanthropic landscape?

The proposal calls for the merger consideration to be financed “through a combination of rollover equity and cash commitments by members of the Nordstrom family and Liverpool and $250 million in new bank financing.” El Puerto Liverpool was founded in 1847 and operates 124 stores.

Nordstrom, along with other department stores, has struggled in recent years, but the company beat Wall Street estimates in its recent fiscal second quarter, reporting a 6% increase in digital sales. Sales at off-price Nordstrom Rack rose almost 9%.

Nordstrom is also opening Rack stores like crazy, and will open more than two dozen across the United States this year. It is increasingly competing in the value space, along with stores such as Ross, TJ Maxx, and even Macy’s, which also recently flirted with the idea of going private.

The Nordstrom brand remains a popular one. A recent report from Coresight Research found that the company, along with Dick’s Sporting Goods, is the most popular retailer among high-end consumers. Nordstrom also ranks No. 34 on the National Retail Federation’s list of 100 largest brands according to sales.