Globenewswire·2025-08-13 10:45Core 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]