Milbank, Tweed, Hadley & McCloy has represented Five Island Asset Management LLC, a subsidiary of Harbinger Group Inc. (NYSE: HRG), in a control investment of Series B Convertible Preferred Stock issued by legendary fashion house Frederick’s of Hollywood (OTCQB: FOHL).

The stock is convertible into an aggregate of 40 million shares of Frederick’s of Hollywood’s common stock, subject to adjustment. Five Island also received warrants to acquire up to an aggregate of 10,246,477 shares of common stock in Frederick’s of Hollywood.

The investment gives Five Island the right to appoint at least two of the company’s board of directors.
After full conversion of all preferred shares and exercise of warrants, Five Island will own a majority of common stock in Frederick’s of Hollywood and be entitled to appoint a majority of the company’s directors.

The Milbank deal team was led by corporate partner Roland Hlawaty along with Alex Kaye, who leads the firm’s Corporate Group. In commenting on the transaction, Mr. Hlawaty said, “We’re honored to assist our client in making this control investment in one of the most storied names in women’s apparel.”

Frederick’s of Hollywood and its subsidiaries sell women’s apparel and related products through 115 specialty retailers across the country, as well as a catalogue and online shop.


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