J.Crew’s Proposed Acquisition by TPG and Leonard Green

On November 23, 2010, J.Crew Group, Inc. announced that it has entered into a definitive agreement to be acquired by funds affiliated with TPG Capital and Leonard Green & Partners, L.P. for $43.50 per share in cash, or approximately $3.0 billion. The agreement provides for a “go-shop,” which permits J.Crew to solicit alternative proposals through January 15, 2011. Cravath is representing the Special Committee of J.Crew in connection with this transaction. This newly established committee negotiated the transaction and recommended it to the full Board.

The Cravath team includes partner Thomas E. Dunn and associates R. Derek Walters and Gregory J. Ligelis, Jr. on corporate matters; partners William V. Fogg and Tatiana Lapushchik and associate William J. Finn on securities and debt matters; partner Lauren Angelilli and associates Christopher K. Fargo and Matthew O. Williams on tax matters; and partner Eric W. Hilfers and associates Jared R. Whalen and Kevin E. Manz on executive compensation and benefits matters. Dong S. Ham and Katerina M. Novak also worked on corporate matters.