Advent International, one of the largest and most experienced global firms dedicated to private equity acquired an approximate 14 per cent stake in lululemon athletica inc. from lululemon founder Dennis “Chip” Wilson for US$845 million on September 9, 2014. In connection with the transaction, Advent, lululemon and Mr. Wilson entered into a support agreement relating to certain governance matters.
Under the support agreement, lululemon expanded the board to 12 members and Advent was granted the right to nominate two directors to lululemon’s board and to representation on board committees. As previous members of the lululemon board, the Advent nominees, David Mussafer and Steve Collins, have significant knowledge of lululemon’s unique business and culture and Advent, with its global reach, is well positioned to assist lululemon with its international expansion to Europe and Asia. Under the support agreement, Advent and Mr. Wilson agreed to certain voting arrangements and restrictions on transfers and purchases, as well as standstill provisions in connection with lululemon’s 2015 and 2016 annual general meetings.
Advent was led by James Westra, Managing Partner and General Counsel, with assistance from Weil Gotshal & Manges LLP in the U.S. and Goodmans LLP in Canada. The Weil team included Marilyn French and Eric Ruiz and Goodmans was represented by Carrie Smit and Michael Partridge.
Mr. Wilson was represented by Choate, Hall & Stewart LLP (U.S. corporate and securities), McCullough O’Connor Irwin LLP (Canadian corporate and securities) and Thorsteinssons LLP (tax). The Choate team was led by John Pitfield and included James McDaniel and Fredrick Callori. The MOI team was led by Jonathan McCullough and included James Beeby, Lisa Stewart and Meaghan McCune. The Thorsteinssons team was led by David Thompson and included Shane Brown.
lululemon was led by Erin Nicholas, Director of Legal and Corporate Secretary, and was represented by DLA Piper LLP (US) (U.S. corporate and securities) and McCarthy Tétrault LLP (Canadian corporate and tax). The DLA Piper team was led by Michael Hutchings, and the McCarthy Tétrault team was led by Rosemarie Wertschek, QC, and Brian O’Neill.