Exhibit 99.1
FOR IMMEDIATE RELEASE
TOYS “R” US, INC.
ANNOUNCES AGREEMENT TO BE ACQUIRED
BY KKR, BAIN CAPITAL AND VORNADO
FOR $26.75 PER SHARE IN
$6.6 BILLION
TRANSACTION
WAYNE, NEW JERSEY, March 17th, 2005 - Toys
“R” Us, Inc. (NYSE: TOY) announced today that it has
concluded its strategic review and reached a definitive agreement
to sell the entirety of its worldwide operations, including both
its global Toys “R” Us and Babies “R” Us
businesses, to an investment group consisting of affiliates of
Kohlberg Kravis Roberts & Co. (KKR), Bain Capital Partners LLC,
and Vornado Realty Trust (NYSE: VNO).
Under the terms of the agreement, the investment
group will acquire all of the outstanding shares of Toys
“R” Us, Inc. for $26.75 per share, representing a
transaction value of $6.6 billion plus the assumption of debt. Each
of the investors will own equal stakes in the company upon
completion of the transaction.
John Eyler, Chairman and Chief Executive Officer
of Toys “R” Us, said, “We are pleased to announce
this transaction, which brings our strategic review to a very
successful conclusion. There was competition among bidders during
the review process, and the acquisition price reflects the
compelling value of the global Toys “R” Us and Babies
“R” Us operations and assets.”
Mr. Eyler continued, “During the course of
our strategic review, we redefined our business model and sharpened
our competitive position. This enabled us to strengthen the value
we provide to our customers, and we were rewarded with market share
gains this past holiday season. We believe that our new financial
partners will help us build on this momentum and we look forward to
a successful future as a leading toy and baby products
retailer.”
“Toys “R” Us and Babies
“R” Us are premiere franchises with strong global brand
recognition and a collection of high quality product offerings
including toys, children’s apparel, and baby products and
accessories,” stated Matt Levin, a Managing Director at Bain
Capital. “We are excited by the prospect of partnering with
the management team and employees to strengthen the long-term
operating and financial performance of the
businesses.”
“We are delighted to be partners with Bain
and KKR, and look forward to building significant value for our
investors,” said Steve Roth, Chairman and Chief Executive
Officer of Vornado.
“We are delighted to be joining forces
with Vornado, Bain Capital and the employees and management of the
company to realize the full potential of the Toys “R”
Us and Babies “R” Us businesses and brands in the U.S.
and internationally,” said Michael M. Calbert, a Director at
KKR. “We look forward to building on the many strengths of
the company to make the stores a better place to shop and
work.”
Completion of the deal is contingent on
regulatory review and approval by the shareholders of Toys
“R” Us, Inc. and is expected to occur by
July.
Credit Suisse First Boston LLC acted as the
exclusive financial advisor to Toys “R” Us, Inc. in
connection with the strategic review and this
transaction.
Simpson Thacher & Bartlett LLP acted as
legal advisor to Toys “R” Us, Inc. and Skadden,
Arps
