Gildan Activewear Inc. ("Gildan") and Hanesbrands Inc. ("Hanesbrands") have announced a definitive merger agreement under which Gildan will acquire Hanesbrands. The transaction implies an equity value of approximately $2.2 billion and an enterprise value of approximately $4.4 billion for Hanesbrands. The combined companies expect to realize at least $200 million of annual run-rate cost synergies within three years of closing, with approximately $50 million in 2026, $100 million in 2027, and $50 million in 2028.
Upon closing, Hanesbrands shareholders will own approximately 19.9% of Gildan shares on a non-diluted basis. The transaction is expected to be immediately accretive to Gildan’s adjusted diluted EPS and 20%+ accretive to adjusted diluted EPS pro forma for expected run-rate cost synergies of $200 million. Gildan expects adjusted diluted EPS CAGR over the next three years in the low 20% range.
The transaction is subject to Hanesbrands shareholder approval and other customary closing conditions, including regulatory approvals, and the issuance of Gildan common shares being approved for listing on the New York Stock Exchange and the Toronto Stock Exchange. The transaction is expected to close in late 2025 or early 2026.
The implied transaction consideration is approximately 87% stock and 13% cash for every Hanesbrands share. The cash portion of the acquisition is anticipated to be approximately $290 million. Gildan has obtained $2.3 billion of committed transaction financing, comprised of a $1.2 billion bridge facility and term loans in the aggregate amount of $1.1 billion.
Gildan is reaffirming its full year 2025 revenue and EPS guidance and providing a three-year outlook for the 2026-2028 period, including net sales growth at a compound annual growth rate in the 3-5% range, capex as a percentage of sales of about 3-4% per year, and adjusted diluted EPS CAGR in the low 20% range. As a result of these announcements, the company's shares have moved 27.95% on the market, and are now trading at a price of $6.18. Check out the company's full 8-K submission here.