Bath & Body Works’ Separation of Victoria’s Secret

Davis Polk & Wardwell advised Bath & Body Works, while Wachtell, Lipton, Rosen & Katz advised the independent directors of the Board.

Bath & Body Works, Inc. (formerly known as L Brands, Inc.) (NYSE: BBWI) has completed the separation of its Victoria’s Secret business into an independent, publicly traded company. The new company, named Victoria’s Secret & Co., includes Victoria’s Secret Lingerie, PINK and Victoria’s Secret Beauty.  

In addition, BBWI completed an underwritten public secondary offering of 20,041,646 shares of its common stock by Leslie H. Wexner and certain affiliated selling stockholders at a public offering price of $74.50 per share, for an aggregate purchase price of $1.49 billion. Immediately following the closing of the offering, BBWI repurchased an aggregate of 10,000,000 shares of its common stock directly from one of the selling stockholders at a price per share of $73.01, which represents the public offering price in the offering, less the underwriting discount, for an aggregate purchase price of $730.1 million.  

Bath & Body Works is one of the world’s leading specialty retailers and home to America’s Favorite Fragrances® offering a breadth of exclusive fragrances for the body and home, including the #1 selling collections for fine fragrance mist, body lotion and body cream, 3-wick candles, home fragrance diffusers and liquid hand soap. For more than 30 years, customers have looked to Bath & Body Works for quality, on-trend products and the newest, freshest fragrances. 

Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC served as financial advisors to Bath & Body Works.

Wachtell Lipton’s team was led by partners Edward D. Herlihy and Jacob A. Kling and included Elizabeth A. Ingriselli, Associate (Corporate), Jeannemarie O’Brien, Partner, Alicia C. McCarthy, Counsel (Executive Compensation and Benefits), Scott K. Charles, Partner, Michael S. Benn, Partner (Finance), and T. Eiko Stange, Partner (Tax).

Cravath represented the administrative agent, joint lead arranger and joint bookrunner with a team which included partner George E. Zobitz and associates Cole DuMond and Wonnie Song Hall on banking matters.

Involved fees earner: Michael Benn – Wachtell, Lipton, Rosen & Katz; Scott K. Charles – Wachtell, Lipton, Rosen & Katz; Edward Herlihy – Wachtell, Lipton, Rosen & Katz; Elizabeth Ingriselli – Wachtell, Lipton, Rosen & Katz; Jacob Kling – Wachtell, Lipton, Rosen & Katz; Alicia McCarthy – Wachtell, Lipton, Rosen & Katz; Jeannemarie O’Brien – Wachtell, Lipton, Rosen & Katz; Eiko Stange – Wachtell, Lipton, Rosen & Katz;

Law Firms: Wachtell, Lipton, Rosen & Katz;

Clients: Bath & Body Works – Board of Directors;

Author: Martina Bellini