November 2014

Bluestem Brands, Inc. Merges with Capmark Financial Group, Inc.

United States - Minnesota

Bluestem Brands, Inc. completed a merger with Capmark Financial Group, Inc., with counsel by our firm. Capmark paid $565 million in cash to acquire Bluestem, subject to various post-closing adjustments.

The price was funded from cash on hand; proceeds from the exercise of common stock purchase warrants by affiliates of Centerbridge Partners, L.P.; a $300 million term debt facility issued by Bluestem and led by Credit Suisse, Jeffries Finance LLC and KeyBank National Association; and cash provided under Bluestem’s $80 million asset-based lending facility with U.S. Bank National Association, which was amended and restated at the closing of the transaction. Members of Bluestem’s management also provided capital for the transaction by purchasing Capmark common stock.

Bluestem is a multibrand, online retailer of name-brand and private label general merchandise serving low-to-middle income consumers nationwide through its Fingerhut, and PayCheck Direct brands. Capmark is focused on managing existing assets and business and potentially acquiring one or more businesses to maximize shareholder value. Management of Bluestem will become executive management of Capmark.

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