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Talbots adopts poison pill on word of looming buyout


New York City -- The Talbots said on Tuesday that its board of directors has adopted a shareholder rights plan -- or a poison pill -- to protect its stockholders after a private equity firm disclosed it had acquired a sizeable stake in the company.

On Monday, Sycamore Partners LP revealed it had acquired a 9.9% stake in Talbots and said it planned to attempt to talk with the retailer about strategy and operations.

Reports put Talbots’ market value at $288 million, and suggest a buyout would exceed $400 million.

In its move to protect shareholder value, Talbots adopted the poison pill, which is triggered if an investor acquires 10% or more of the common shares. Oppenheimer Funds, as Talbots’ largest current shareholder with a 10.3% stake, would be excluded from the plan.

Sycamore Partners, now the retailer’s second-largest shareholder, focuses on retail and consumer companies. It was formed by retail investor Stefan Kaluzny, who is chairman of Express and was a managing director of Golden Gate Capital before founding Sycamore Partners. He is also a director at several other companies, including Zale Corp., Eddie Bauer, and J. Jill.

In the filing that disclosed the Talbots stake acquisition, Sycamore said that the retailer’s stock is "undervalued and is an attractive investment," and that it plans to "engage in discussions with management, the board, other stockholders" regarding future plans for the company.

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