Core Viewpoint - Gildan Activewear Inc. has announced the pricing of a US$1.2 billion offering of senior unsecured notes to fund the acquisition of Hanesbrands Inc. and refinance existing debt [1][2]. Group 1: Offering Details - The offering consists of two series of senior unsecured notes: US$600 million of 4.700% notes due October 7, 2030, and US$600 million of 5.400% notes due October 7, 2035 [1]. - The expected closing date for the offering is around October 7, 2025, subject to customary closing conditions [2]. Group 2: Use of Proceeds - The net proceeds from the notes will be used for the cash portion of the acquisition of Hanesbrands, refinancing Hanesbrands' existing debt, and covering related transaction fees and expenses [2]. Group 3: Company Overview - Gildan is a leading manufacturer of everyday basic apparel, including activewear, underwear, and socks, marketed under various brands such as Gildan®, American Apparel®, and Champion® [10]. - The company operates large-scale manufacturing facilities primarily located in Central America, the Caribbean, North America, and Bangladesh, with a strong commitment to labor, environmental, and governance practices [11].

Core Insights - Gildan Activewear Inc. will participate in the 24th Annual CIBC Eastern Institutional Investor Conference in Montreal on September 25, 2025, with key executives engaging in a fireside chat and one-on-one meetings with investors [1] Company Overview - Gildan is a leading manufacturer of everyday basic apparel, offering products such as activewear, underwear, and socks to a diverse customer base including wholesale distributors, screenprinters, retailers, and global lifestyle brand companies [2] - The company markets its products across North America, Europe, Asia Pacific, and Latin America under various owned brands, including Gildan, American Apparel, Comfort Colors, GOLDTOE, and Peds, as well as through an exclusive licensing agreement for Champion in the printwear channel [2] Manufacturing and ESG Practices - Gildan operates large-scale, vertically integrated manufacturing facilities primarily located in Central America, the Caribbean, North America, and Bangladesh [3] - The company is committed to industry-leading labor, environmental, and governance practices throughout its supply chain, which is integrated into its comprehensive ESG program aligned with its long-term business strategy [3]

Core Insights - Gildan Activewear Inc. will participate in the 29th Annual Scotiabank Back to School Conference in Toronto on September 17, 2025, with key executives engaging in a fireside chat and one-on-one meetings with investors [1] Company Overview - Gildan is a leading manufacturer of everyday basic apparel, offering products such as activewear, underwear, and socks to a diverse customer base including wholesale distributors, screenprinters, retailers, and global lifestyle brand companies [2] - The company markets its products across North America, Europe, Asia Pacific, and Latin America under various owned brands, including Gildan, American Apparel, Comfort Colors, GOLDTOE, and Peds, as well as through an exclusive licensing agreement for the printwear channel for Champion [2] Manufacturing and ESG Practices - Gildan operates large-scale, vertically integrated manufacturing facilities primarily located in Central America, the Caribbean, North America, and Bangladesh [3] - The company is committed to industry-leading labor, environmental, and governance practices throughout its supply chain, which is integrated into its comprehensive ESG program aligned with its long-term business strategy [3]

Group 1 - Gildan Activewear Inc. (GIL) is experiencing significant activity in the options market, particularly with the Sept. 19, 2025 $32.50 Put showing high implied volatility, indicating potential for a major price movement [1] - Implied volatility reflects market expectations for future stock movement, suggesting that investors anticipate a significant event that could lead to a rally or sell-off [2] - Analysts have a cautious outlook on Gildan Activewear, with no earnings estimate increases over the last 60 days and a decrease in consensus estimates from $1.01 to $0.98 per share [3] Group 2 - The high implied volatility for Gildan Activewear may indicate a developing trading opportunity, as options traders often seek to sell premium on such options to capitalize on decay [4]

Core Viewpoint - Gildan Activewear Inc. is acquiring HanesBrands Inc. in a deal valued at approximately $2.2 billion in equity and $4.4 billion in enterprise value, aiming to create one of the largest players in basic apparel [1][8] Group 1: Transaction Details - The merger will provide HanesBrands shareholders with 0.102 Gildan shares and $0.80 in cash per share, valuing HanesBrands stock at $6.00, which is a 24% premium to its closing price on August 11 [1] - The transaction has been unanimously approved by both companies' boards and is expected to close in late 2025 or early 2026 [2] Group 2: Financial Projections - The combined company is projected to have pro forma annual revenues of $6,883 million and adjusted EBITDA of $1,553.8 million, including $200 million in anticipated annual cost synergies to be realized within three years [2][8] - Gildan expects immediate accretion to adjusted earnings per share (EPS), with more than 20% accretion once synergies are factored in [2] Group 3: Strategic Benefits - The merger will enhance scale and market positioning, improving go-to-market capabilities and product diversification [3] - Gildan's low-cost vertically integrated production model will be utilized to optimize HanesBrands' operations and expand brand presence in activewear [3] Group 4: Financing and Debt Management - Gildan has arranged $2.3 billion in committed funding for the acquisition, consisting of a $1.2 billion bridge facility and $1.1 billion in term loans [4] - Following the deal's completion, Gildan expects its net debt leverage to be around 2.6x adjusted EBITDA, with plans to reduce this ratio to 2.0x or less within 12-18 months post-closing [5] Group 5: Future Outlook - Gildan has reaffirmed its full-year 2025 revenue and EPS targets, expecting net sales growth at a CAGR of 3-5% and adjusted EPS growth in the low-20% range from 2026 to 2028 [6]

Summary of Gildan Activewear (GIL) and Hanesbrands Merger Conference Call Industry and Companies Involved - **Industry**: Basic Apparel - **Companies**: Gildan Activewear (GIL) and Hanesbrands Core Points and Arguments 1. **Merger Announcement**: Gildan and Hanesbrands have agreed to merge, creating a global leader in basic apparel with a total enterprise value of $4.4 billion [2][7][17] 2. **Acquisition Rationale**: The merger aims to enhance Gildan's manufacturing capabilities and expand Hanes' retail presence, leveraging both companies' strengths [7][12] 3. **Revenue Growth**: The merger is expected to double Gildan's revenues to approximately $6.9 billion on a pro forma basis, enhancing its position in the basic apparel market [12][21] 4. **Synergies**: Expected synergies from the merger are projected at $200 million, with $50 million in 2026, $100 million in 2027, and $50 million in 2028 [14][21][36] 5. **Transaction Terms**: Hanesbrands shareholders will receive 0.102 Gildan shares and $0.80 in cash per share, representing a 24% premium to Hanesbrands' closing price prior to the announcement [17][18] 6. **Financing**: Gildan has secured $2.3 billion in committed financing for the transaction, with a mix of cash and stock [18][19] 7. **Market Positioning**: The merger will enhance Gildan's activewear capabilities while expanding Hanes' innerwear presence, creating a balanced product offering [13][58] 8. **Operational Efficiency**: The combined companies will utilize a low-cost, vertically integrated manufacturing network to drive efficiencies and innovation [8][14][28] 9. **Shareholder Value**: The transaction is expected to be immediately accretive to Gildan's adjusted diluted EPS in the first year, with a growth rate projected in the low 20% range [21][22][46] 10. **Strategic Review**: A review of strategic alternatives for Hanesbrands' Australia business will be conducted post-merger [20] Additional Important Content 1. **Nearshoring Opportunities**: The merger positions the companies to capitalize on nearshoring trends due to U.S. tariffs on Southeast Asian imports [25][27] 2. **Retail Strategy**: Gildan plans to leverage Hanes' strong retail presence to enhance its activewear offerings, aiming for a significant increase in market share [40][88] 3. **Capacity Utilization**: Gildan's manufacturing capacity is expected to increase, with plans to optimize production across both companies' facilities [95][96] 4. **Brand Integration**: The merger will allow Gildan to utilize Hanes' established brand strength while maintaining its focus on low-cost manufacturing [57][60] 5. **Long-term Outlook**: The combined entity anticipates a compound annual growth rate in net sales of 3% to 5% over the next three years [21][22] This summary encapsulates the key points discussed during the conference call regarding the merger between Gildan Activewear and Hanesbrands, highlighting the strategic rationale, financial implications, and operational synergies expected from the transaction.

Transaction Overview - Gildan will acquire all outstanding shares of HanesBrands for 0102x Gildan shares and \$080 cash per HanesBrands share[32] - The total enterprise value of the transaction is \$44 billion, implying an 89x LTM adjusted EBITDA multiple, or 63x on a fully synergized basis[32] - Upon closing, HanesBrands shareholders will own approximately 199% of Gildan shares on a non-diluted basis[32] Financial Highlights - The LTM pro forma revenue is \$69 billion, and the LTM pro forma adjusted EBITDA is approximately \$16 billion, including expected run-rate cost synergies of \$200 million[32] - Gildan expects to realize at least \$200 million of annual run-rate cost synergies within 3 years of closing, with approximately \$50 million to be realized in 2026, approximately \$100 million in 2027, and approximately \$50 million in 2028[32] - Gildan's adjusted diluted EPS CAGR over the next three years is expected to be in the low 20% range, starting from the midpoint of Gildan's 2025 adjusted diluted EPS guidance[32] Financial Position - Gildan obtained \$23 billion of committed transaction financing and expects to refinance HanesBrands' existing debt[32] - The expected closing net debt leverage ratio is 26x, with an expected net debt leverage ratio of less than 20x within 12 to 18 months post-closing, in line with the stated long-term target net debt leverage ratio of 15x – 25x[32]

Mergers and Acquisitions - Gildan Activewear 同意以大约 22 亿美元现金和股票收购美国内衣制造商 Hanesbrands [1] - 这次收购是 Gildan Activewear 迄今为止最大的一次收购 [1]

Core Insights - Gildan Activewear Inc. has entered into a definitive merger agreement to acquire HanesBrands Inc. for an equity value of approximately $2.2 billion and an enterprise value of about $4.4 billion [1][8] - The merger is expected to double Gildan's revenues and enhance its market position in the basic apparel sector, particularly in activewear and innerwear [2][3] - The transaction is anticipated to generate at least $200 million in annual run-rate cost synergies within three years, with immediate accretion to Gildan's adjusted diluted EPS [3][4] Transaction Overview - The merger agreement has been unanimously approved by the Boards of Directors of both companies, with HanesBrands shareholders set to receive 0.102 common shares of Gildan and $0.80 in cash for each share of HanesBrands [8][9] - The offer implies a value of $6.00 per HanesBrands share, representing a premium of approximately 24% to its closing price on August 11, 2025 [8] - Upon closing, HanesBrands shareholders will own approximately 19.9% of Gildan shares on a non-diluted basis [3][8] Strategic Rationale - The merger will create a global leader in basic apparel, combining Gildan's activewear leadership with HanesBrands' strong innerwear presence [3][4] - The combined company will benefit from a low-cost vertically integrated manufacturing network, enhancing operational efficiencies and innovation [3][7] - The merger is expected to enhance product diversification and resilience against seasonal and cyclical variations in demand [7] Financial Projections - Gildan anticipates adjusted diluted EPS CAGR in the low 20% range over the next three years, driven by the merger synergies [3][14] - The pro forma adjusted EBITDA of the combined business is projected to be approximately $1.6 billion for the trailing twelve months ended June 29, 2025 [3][7] - The total consideration for the acquisition represents an acquisition multiple of approximately 8.9x HanesBrands' LTM adjusted EBITDA or 6.3x including expected run-rate synergies [8] Operational Impact - Gildan's headquarters will remain in Montréal, Québec, while maintaining a strong presence in Winston-Salem, North Carolina [5] - Gildan plans to review strategic alternatives for HanesBrands Australia, which may include a sale or other transaction [5] - The transaction is expected to close in late 2025 or early 2026, subject to shareholder and regulatory approvals [9]

The "innerwear" giant may have received a buyout offer. But Gildan may also be sensing Hanesbrands' headwinds may be ebbing. Last week, Hanesbrands beat analyst expectations for revenue and profits on its second-quarter earnings report. To give one a sense of how low expectations were, Hanesbrands eked out a meager 1.8% revenue gain, but even that was enough to get the stock moving higher by double digits following the report. Will Hanesbrands accept? It should be noted that there hasn't yet been a formal o ...