Arden Group, Inc., Parent of Gelson’s Markets, Announces Definitive Agreement to Be Acquired by TPG for $126.50 Per Share i...
December 20 2013 - 8:49PM
Business Wire
Arden Group, Inc. (Nasdaq:ARDNA) (“Arden Group” or the
“Company”), parent of Gelson’s Markets, an operator of 17
distinctive, full service specialty grocery stores in Southern
California, announced today that it has entered into a definitive
agreement to be acquired by TPG, the global private investment
firm, in an all cash transaction valued at approximately $394
million.
Under the terms of the agreement, Arden Group’s shareholders
will receive $126.50 per share in cash for each share of Arden
Group’s common stock they hold, representing premiums of
approximately 26% and 14% to the Company’s average closing stock
prices for the periods ended six months and one day, respectively,
prior to the announcement on July 15, 2013 that Arden Group was
evaluating strategic alternatives, including a potential sale of
the Company.
Today’s announcement is the result of a comprehensive process in
which Arden Group, with the assistance of its financial advisor,
solicited interest in a potential acquisition of the Company. The
merger agreement was approved by all members of the Company’s Board
of Directors that were present and voting at the meeting.
Bernard Briskin, Chairman, President and CEO of Arden Group,
said, “I am pleased to announce this agreement as it delivers
significant value to our shareholders. In addition, it is a clear
endorsement of Gelson’s Markets and of the hard work and commitment
of our employees with whom I have had the privilege to work with
for more than 40 years.”
Rob McDougall, President of Gelson’s Markets, said, “TPG is a
world-class private investment firm and has a strong understanding
and appreciation for our brand and our dedication to superior
customer service. We are pleased to partner with TPG and look
forward to the next phase of the Company’s growth. Gelson’s will
continue to provide the highest levels of service to our customers
at our same current locations, while looking to offer a remarkable
shopping experience in other areas of Southern California.”
“Gelson’s Markets is an iconic Southern California supermarket
chain that prides itself on offering quality and unmatched customer
service,” said Carrie Wheeler, partner at TPG. “We look forward to
working with the team to further expand Gelson’s footprint of
premier supermarkets.”
The transaction is subject to customary closing conditions,
including, among other things, expiration or termination of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976. There is no financing contingency.
Stockholders representing approximately 56% of the outstanding
Arden Group Class A common stock are expected to execute a written
consent approving the transaction. The transaction is expected to
close in the first quarter of 2014.
Moelis & Company LLC is acting as exclusive financial
advisor to Arden Group. Reed Smith LLP served as the Company’s
outside counsel. BMO Capital Markets acted as financial advisor to
TPG. Ropes & Gray LLP served as TPG’s outside counsel.
About Arden Group
Arden Group, Inc. is the parent company of Gelson’s Markets,
founded in 1951, which now operates 17 full-service specialty
grocery stores in Southern California. For more information about
Gelson’s Markets, visit www.gelsons.com.
About TPG
TPG is a leading global private investment firm founded in 1992
with $55.7 billion of assets under management and offices in San
Francisco, Fort Worth, Austin, Beijing, Chongqing, Hong Kong,
London, Luxembourg, Melbourne, Moscow, Mumbai, New York, Paris, São
Paulo, Shanghai, Singapore and Tokyo. The firm has extensive
experience with public and private investments around the world.
TPG has invested in a number of leading retail franchises including
Burger King, Daphne, China Grand Auto, J. Crew, Myer, Neiman Marcus
Group, Petco, and Savers, among others. For more information visit
www.tpg.com.
Forward-Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a
safe harbor for forward-looking statements made by or on behalf of
the Company. Certain statements contained in this press release are
forward-looking statements. These forward-looking statements
reflect the Company’s current plans and expectations and are based
on information currently known to the Company. The Company cautions
readers that any forward-looking statements contained in this press
release involve risks and uncertainties and are subject to change.
The Company does not undertake any obligation to update
forward-looking statements.
For Arden Group, Inc.Patricia S. BetanceAssistant
Secretary310/638-2842orFor TPGOwen Blicksilver Public Relations,
Inc.Lisa Baker914-725-5949lisa@blicksilverpr.comorJennifer
Hurson845-507-0571jennifer@blicksilverpr.com
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