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David’s Bridal to spin off Pearl AI platform as public company

David's Bridal exterior
David's Bridal may spin off its digital operation.

David’s Bridal Inc. is looking to spin off its artificial intelligence-based digital business, known as Pearl, to become a publicly traded standalone, pure-play online operation.

The privately-owned bridal and special occasion dress retailer has entered into a non-binding letter of intent with special purpose acquisition company K&F Growth Acquisition Corp. II to separate out Pearl in a deal that values it at about $350 million. The deal would result in Pearl becoming a separate public company that would own the David's Bridal brand and intellectual property, and license it back to the retailer. 

Initially introduced in 2023, Pearl is a comprehensive planning platform and national vendor marketplace designed to virtually combine all wedding elements in one place. It provides resources, discounts, and planning tools, as well as digital content such as tips, blogs and videos. The platform also provides access to thousands of local vendors across the U.S. and is connected to the retailer’s Diamond loyalty program. (More on Pearl at end of article.)

[READ MORE: David’s Bridal launches wedding planning platform/marketplace]

David’s Bridal CEO Kelly Cook, who has been with the company since 2019, is expected to be chief executive of Pearl following the close of the deal.  Elina Vilk, currently president and chief business officer of David’s Bridal is expected to be president of Pearl.  

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Pearl agentic AI draws on first-party insights across more than 200 data attributes to personalize recommendations, target communications and connect vendors with qualified leads.

“This is an exciting milestone in David’s Bridal’s 75-year history and a defining moment for our future,” said Kelly Cook, CEO, David’s Bridal. “Pearl is shaping the next generation of wedding planning, and this next step will give both businesses room to grow independently while continuing to strengthen each other. With Pearl’s agentic technology and proven business model, combined with David’s Bridal’s strong brand and retail presence, we see tremendous opportunities to help more couples plan their weddings and connect with vendors who can bring their visions to life.”

Financials

David’s expects that Pearl’s business will generate greater than 30% EBITDA margins in 2026 and projects revenue growth of more than 100% in 2027 to more than $85 million, as well as positive free cash flow in both years. Following the proposed business combination, Pearl is expected to be debt-free and to pursue growth opportunities across the bridal market and new adjacent verticals over the long term.

The non-binding letter of values Pearl at approximately $350 million, or approximately 9.3 times Pearl’s projected 2027 EBITDA, assuming no redemptions by K&F shareholders. The parties currently anticipate closing the transaction in the first half of 2027.

“We were drawn to Pearl’s compelling trifecta of established profitability, highly attractive growth potential and unlevered pristine balance sheet, which, in combination, we believe will create substantial public shareholder value,” said Dan Fetters, co-CEO of K&F.

Cion Investment Corp., David’s largest shareholder, has proposed to invest $25 million as an anchor investor, subject to the negotiation of definitive documentation. Cion purchased substantially all of David’s assets following it 2023 bankruptcy filing.

K&F is holding an extraordinary general meeting on Nov. 3 to vote to extend the date by which it has to consummate an initial business combination with Pearl from Nov. 6, 2026 to Feb. 7, 2028. White & Case LLP is serving as legal advisor to David’s Bridal, Cion Investment Corp. and Pearl. Ellenoff, Grossman & Schole LLP is serving as legal advisor to K&F.

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