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Published on 12/24/2008 in the Prospect News High Yield Daily.

Centerplate lowers price in upcoming tender offer for 13% notes underlying its units

By Angela McDaniels

Tacoma, Wash., Dec. 24 - Centerplate, Inc. said unitholders will receive $2.49 for each 13.5% subordinated note due 2013 tendered instead of $3.99 as originally planned.

The company will hold a tender offer for the notes underlying the units in connection with its acquisition by Kohlberg & Co. The share of common stock underlying each unit will be purchased for $0.01 at the merger's close, giving holders who tender a total of $2.50 per unit.

Originally, holders had been slated to receive $4.00 per unit.

Centerplate and Kohlberg amended the merger agreement to reduce the price because weakness in the credit markets has prevented Kohlberg from obtaining financing at the same levels or terms as originally planned, according to an 8-K filing with the Securities and Exchange Commission.

The debt financing needed to complete the merger will now be provided under Centerplate's amended senior credit facility.

The acquisition will be effected through a proxy solicitation to approve the merger and a consent solicitation and tender offer to purchase up to 70% of the underlying notes.

The merger is expected to be completed in the first quarter of 2009 and is subject to the approval of holders of a majority of the common stock, the receipt of tenders and consents from holders of 50.1% of the notes and customary closing conditions.

Centerplate is a Stamford, Conn.-based provider of food and related services to recreation facilities.


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