National Jeweler Network

Market Developments

Signet-Zale deal cleared to proceed

April 07, 2014

The proposed purchase of Zale Corp. by Signet Jewelers Ltd. will bring nameplates such as Kay Jewelers and Zales under the same umbrella of ownership. The deal is expected to close by the end of 2014.

New York--The proposed merger of the country’s two largest specialty jewelers hasn’t raised any anti-trust red flags with U.S. authorities so far.

Signet Jewelers Ltd. and Zale Corp. announced early Monday that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, also known was the HSR Act waiting period, has expired without the U.S. Department of Justice or the Federal Trade Commission issuing a request for additional documents and data on the transaction.

Signed into law by former President Gerald Ford, the HSR act, which was named after three senators, was an amendment to earlier antitrust legislation and dictates that companies can’t proceed with mergers or acquisitions until they are reviewed by the FTC and Department of Justice for antitrust violations.

The expiration of the waiting period means that Signet and Zale are clear to move forward with the deal, which remains subject to approval by Zale’s shareholders.

A Zale spokeswoman said Monday that a date for the shareholder vote will be set following the filing of the final proxy statement on the transaction; the preliminary proxy was filed Friday.

While there have been a number of lawsuits filed allegedly attempting to block the deal, that’s not uncommon in mergers of this size. The majority of these types of lawsuits get resolved with little or no impact on the overall deal.

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Signet announced the acquisition of Zale in February. The deal is worth a total of $1.4 billion and, if completed, will create a chain of some 3,600 stores in the United States, United Kingdom and Canada. It will bring such well-known brands as Kay Jewelers, Jared the Galleria of Jewelry, Zales and Piercing Pagoda under the same umbrella of ownership.

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According to details on the deal released in February, Zale CEO Theo Killion will remain with the company and run Zale’s brands as a standalone operation within Signet, reporting to CEO Mike Barnes.

The Signet-Zale merger is expected to close by the end of the year.