CITY OF INDUSTRY, Calif. – Torrid Holdings Inc. (NYSE:CURV) has announced pricing for a previously announced underwritten public offering of 10,000,000 shares of common stock, selling at $3.50 per share. The offering, spearheaded by selling stockholders, is slated to close on or around June 26, 2025, contingent upon customary closing conditions. Underwriters have also been granted a 30-day option to purchase an additional 1,500,000 shares at the offering price, less standard discounts and commissions. Torrid will not receive any proceeds from the sale of these shares, including potential exercises by the underwriters.
Adding a layer to the transaction, and running concurrently with the offering’s closing, Torrid has agreed to repurchase $20.0 million of its own common stock from Sycamore Partners, matching the offering’s per-share price in the process. This “Concurrent Repurchase,” approved by Torrid’s board upon the audit committee’s recommendation, will see repurchased shares held as treasury stock upon completion, and is subject to the offering’s closing. The offering, however, is not contingent upon the completion of the Concurrent Repurchase.
The offering’s key players include BofA Securities, Jefferies, and William Blair acting as joint lead book-running managers. BTIG is also involved as a book-running manager, with Telsey Advisory Group acting as co-manager.
A registration statement (including a prospectus) on Form S-3, initially filed with the U.S. Securities and Exchange Commission (SEC) on February 16, 2024, has been declared effective. The offering will be made through a prospectus supplement and accompanying prospectus. Investors are urged to review these documents, along with any other filings with the SEC, for comprehensive information about the company and the nuances of the offering. These documents are available free of charge on the SEC website at www.sec.gov.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sales in jurisdictions where such activity is unlawful prior to registration or qualification under relevant securities laws.
About TORRID
TORRID, a key direct-to-consumer brand in North America, is focused on offering a diverse range of stylish apparel, intimates, and accessories specifically designed for the curvy woman. Catering to sizes 10 to 30, the brand centers its efforts on providing fashionable, comfortable, and affordable options that meet the distinct needs of their customers. Their products, which include tops, bottoms, denim, dresses, intimates, activewear, footwear, and accessories, are exclusive to the brand and are thoughtfully fashioned for the curvy consumer. TORRID curates its collections to fit all aspects of a customer’s lifestyle, including casual weekends, work, dressy, and special occasions. The brand’s commitment to affordability helps to cultivate significant connections with its customers, distinguishing it in a market where other brands often overlook plus- and mid-size consumers. TORRID’s brand experience and product offerings solidify its position as a preferred choice for plus- and mid-size customers, with a goal to consistently deliver products designed to instill confidence and style.
Forward-Looking Statements
This press release contains forward-looking statements, including details surrounding the offering and the anticipated closing date. These are not historical facts, but reflect Torrid’s current expectations and projections regarding its operations and related factors. Words like “expect,” “intend,” “believe,” and similar terms are used to identify such statements. These statements are forward-looking and carry the inherent risk of uncertainty. Actual results may vary materially from these projections due to a variety of factors, including those detailed in the “Risk Factors” section of the registration statement and prospectus supplement, and the company’s SEC filings. These forward-looking statements are made under the safe harbor provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934, as of the date of publication. Torrid is under no obligation to update any such statements.
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Source: Torrid Holdings Inc.
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