By Lisa Kerner
Charlotte, N.C., June 16 - Landry's Restaurants, Inc. agreed to be acquired by Fertitta Holdings, Inc. for $21.00 cash per share in a transaction valued at approximately $1.3 billion, including debt of about $885 million.
Fertitta Holdings is wholly owned by Landry's chairman, president, chief executive officer and original founder, Tilman J. Fertitta, a Landry's news release said.
The offer price is a 37% premium over the closing share price of Landry's common stock on April 3, the last trading day before disclosure of Fertitta's revised offer to acquire the company.
Fertitta, a 39% shareholder, originally offered to acquire Landry's for $23.50 per share in January.
Landry's board of directors approved the merger, including the fully financed commitments consisting of Fertitta's equity contribution and the debt financing commitments from lenders.
According to the release, Fertitta received debt financing commitments from Jefferies Funding, LLC, Jefferies & Co., Inc., Jefferies Finance, LLC and Wells Fargo Foothill, LLC to fund the acquisition.
Landry's special committee has a 45-day go-shop period to solicit superior proposals.
The parties expect to complete the deal in about four months, subject to shareholder approval and other customary closing conditions.
Landry's said that under the merger agreement, it will stop payment of its regular $0.05 quarterly dividend while the transaction is pending.
King & Spalding, LLP provided legal advice to the special committee, while Cowen and Co. rendered a fairness opinion.
North Point Advisors, LLC was Landry's financial adviser.
Fertitta's financial adviser is Jefferies & Co.
Landry's is a Houston-based diversified restaurant hospitality and entertainment company.
| Acquirer: | Fertitta Holdings, Inc.
|
| Target: | Landry's Restaurants, Inc.
|
| Announcement date: | June 16
|
| Transaction total: | $1.3 billion
|
| Price per share: | $21.00
|
| Expected closing: | October 2008
|
| Stock price of target: | NYSE: LNY: $16.79 on June 13
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
