The parent of Saks Fifth Avenue sealed a $2.65 billion deal to buy rival Neiman Marcus, according to people familiar with the matter, creating a powerhouse in luxury retailing that seeks to hang onto wealthy shoppers—all with a little help from Amazon.com.

The boards of both companies have approved the transaction and an announcement could come as soon as this evening, the people said.

The department-store chains had been negotiating for months and had explored a combination several times over the years. Both have struggled as some consumers spent less on pricey goods and fashion brands opened their own flagship stores. 

The combined company would have about $10 billion in annual sales, the people said. Luxury behemoth LVMH Moët Hennessy Louis Vuitton, which owns Chanel, Louis Vuitton and dozens of other brands, had sales of about $94 billion last year.

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Amazon would take a minority stake in the new company, which will be called Saks Global, and plans to provide it with technology and logistical expertise, the people said. Salesforce is another minority shareholder and would assist with the adoption of artificial intelligence. Saks already does business with both tech companies, so the transaction would deepen existing partnerships, one of the people said. 

HBC, a holding company that bought Saks in 2013, is financing the deal with $2 billion it raised from existing investors, the people said. They include Rhône Capital, the Abu Dhabi Investment Council and NRDC Equity Partners, a private-equity firm run by Richard Baker, HBC’s executive chairman, and his son Jack Baker. Affiliates of Apollo Global Management are providing $1.15 billion in debt financing.

Marc Metrick, the chief executive of Saks’s e-commerce business, will run the combined companies, the people said. 

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The deal is a bet that the companies will be stronger together than they have been apart. Neiman, which had been owned by various private-equity firms for years, filed for bankruptcy protection in 2020. It emerged later that year with less debt and new owners, including Pacific Investment Management Co., Davidson Kempner Capital Management and Sixth Street Partners.

The year HBC bought Saks, the retailer had sales of about $3 billion. Last year, sales were roughly $6 billion, the people said. Neiman Marcus had $4.7 billion in sales in 2013, according to securities filings. It has slightly less than that now after closing some stores, one of the people said.

Sales of luxury goods have slowed in recent years, after pent-up demand coming out of the Covid-19 pandemic fueled a spending spree. Inflation has taken a toll as well, particularly among aspirational buyers who have less ability to stretch their budgets. Bain & Co. estimates that luxury spending in the Americas fell 8% in 2023 compared with 2022, even as sales grew in Asia and Europe.

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HBC, which also owns the Hudson’s Bay department-store chain in Canada, recently completed several transactions to shore up its cash. In one, it raised $340 million by selling real estate.

The merger comes as the pressure on department stores intensifies in the face of sluggish sales. Lord & Taylor, which HBC owned until 2019, filed for bankruptcy in 2020 and closed its retail locations the following year. It now operates online.

Macy’s is closing 150 stores and fending off activist investors. The family that controls Nordstrom is making a renewed push to take the company private.

At the luxury end, Saks and Neiman Marcus are dealing with suppliers who have gained significant clout in recent years. When the two chains were founded more than a century ago, they introduced European luxury brands to well-heeled American shoppers. 

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These days, brands are increasingly calling the shots. They sell directly to consumers with their own stores and websites and some are getting so big that they wield tremendous power. LVMH CEO Bernard Arnault has competed with Elon Musk for the title of the world’s richest person.

Gucci owner Kering last year bought a stake in Valentino, adding the Italian luxury label to a portfolio that also includes Balenciaga and Saint Laurent. And in the U.S., a proposed deal would put the Coach, Michael Kors, Kate Spade, Versace, Jimmy Choo and Stuart Weitzman brands under one roof, although the Federal Trade Commission has sued to block the merger.

As a combined force, Saks and Neiman would have a better chance of negotiating more favorable terms with large suppliers and would strip out duplicate costs. 

There are no current plans to close stores once the deal is completed. There are 39 Saks Fifth Avenue stores and 95 Saks Off 5th discount stores. Saks.com operates as a separate business that is owned by HBC. 

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Neiman has 36 department stores, two Bergdorf Goodman stores and five Last Call discount stores. There are eight malls that have both a Saks Fifth Avenue and Neiman Marcus store, according to Green Street, a real-estate research firm.

HBC has a history of investing in the companies it buys. It spent more than $500 million renovating Saks stores over the past five years as well as an additional $500 million upgrading its technology and digital footprint.