Latham & Watkins Advises on Financing for Nordstrom’s US$6.25 Billion Acquisition by Nordstrom Family and Liverpool

Nordstrom, Inc. (NYSE: JWN) has announced it has signed a definitive agreement under which Erik, Pete, Jamie Nordstrom and other members of the Nordstrom family (collectively, the Nordstrom Family) and El Puerto de Liverpool, S.A.B. de C.V. (Liverpool) (BMV: LIVEPOL) will acquire all of the outstanding common shares of Nordstrom not already beneficially owned by the Nordstrom Family and Liverpool in an all-cash transaction valued at approximately US$6.25 billion on an enterprise basis. Following the close of the transaction, the Nordstrom Family will have a majority ownership stake in the company. The transaction is expected to close in the first half of 2025, subject to regulatory and other conditions. The transaction will be financed through a combination of rollover equity by the Nordstrom Family and Liverpool, cash commitments by Liverpool, up to US$450 million in borrowings under a new US$1.2 billion ABL bank financing, and company cash on hand.

Latham & Watkins LLP represented the financing sources on the new US$1.2 billion ABL bank financing in connection with the transaction with a banking team led by New York partners Corey Wright, Jennifer Ezring, and Lisa Collier, with associates Tulika Sinha and William Council. Advice was also provided on diligence matters by associate Isabelle Sawhney; on tax matters by Century City partner Ana O’Brien, with associate Kathryn Harrington; and on data privacy matters by Bay Area partner Robert Blamires, with associates Kathryn Parsons-Reponte, Caroline Toman Lammon, and Kiara Vaughn.