PETCO Animal Supplies, Inc. to be Acquired by Texas Pacific Group and Leonard Green & Partners, L.P. for $29.00 per Share in Ca
14 Juillet 2006 - 2:00PM
PR Newswire (US)
SAN DIEGO, July 14 /PRNewswire-FirstCall/ -- PETCO Animal Supplies,
Inc. (NASDAQ:PETC), a leading specialty retailer of premium pet
food, supplies and services, announced today that it has entered
into a definitive agreement to be acquired by two private equity
investment firms, Leonard Green & Partners, L.P. and Texas
Pacific Group, for $29.00 per share in cash. The total value of the
transaction, including assumed debt, is approximately $1.8 billion.
The Board of Directors of PETCO, on the recommendation of an
Independent Committee of Directors, has approved the merger
agreement and recommends that PETCO's stockholders adopt the
agreement. The transaction, which is expected to close by the
fourth quarter of 2006, is subject to approval by PETCO's
stockholders, as well as other customary closing conditions,
including the receipt of regulatory approvals. PETCO will file the
merger agreement today with the Securities and Exchange Commission.
The merger agreement will also be posted in the Investor Relations
section of PETCO's website at http://www.petco.com/. David B.
Appel, the Chairman of the Independent Committee of Directors,
said: "Consistent with its fiduciary obligations, and in
consultation with its independent financial and legal advisors,
PETCO's Board of Directors formed an Independent Committee of
Directors to carefully review an expression of interest in
acquiring PETCO, and to determine what course of action would be in
the best interest of our stockholders. After extensive negotiations
and careful consideration in conjunction with our independent
advisors, the Independent Committee of PETCO's Board unanimously
concluded that the agreement being announced today was in the best
interest of all of our constituencies, and, most importantly, our
stockholders." In accordance with the merger agreement, the Company
will conduct a market test for 20 business days concluding August
10, 2006. James M. Myers, Chief Executive Officer, said, "This
proposed transaction provides PETCO stockholders with an immediate
cash premium for their investment in the company, based on the
trading range of PETCO shares over the past several months. Upon
completion of the transaction, PETCO will be a private company that
will have greater flexibility to accomplish its long-term plans,
which, we believe, will be favorable for the company's associates
and suppliers and the customers we serve through more than 800
stores nationwide. Texas Pacific Group and Leonard Green &
Partners have deep experience investing in the retail sector and we
look forward to working closely with them as our partners as we
continue to advance PETCO's position as a leading specialty
retailer of premium pet food, supplies and services." UBS is acting
as financial advisor to PETCO in connection with the merger
transaction and has rendered a fairness opinion to the Independent
Committee of PETCO's Board of Directors. Pillsbury Winthrop Shaw
Pittman LLP is serving as its legal counsel. Credit Suisse, Bank of
America, N.A., Wells Fargo Bank, N.A. and mezzanine funds managed
by Goldman, Sachs & Co. have provided commitments for the debt
portion of the financing for the transaction, which are subject to
customary conditions. About PETCO Animal Supplies, Inc. PETCO is a
leading specialty retailer of premium pet food, supplies and
services. PETCO's vision is to best promote, through its people,
the highest level of well being for companion animals, and to
support the human-animal bond. It operates more than 800 stores in
49 states and the District of Columbia, as well as a leading
destination for online pet food and supplies at
http://www.petco.com/. Since its inception in 1999, The PETCO
Foundation, PETCO's non-profit organization, has raised more than
$30 million in support of more than 3,500 non-profit grassroots
animal welfare organizations around the nation. About Leonard Green
& Partners, L.P. Leonard Green & Partners is a Los
Angeles-based private equity firm specializing in organizing,
structuring and sponsoring management buy-outs, going-private
transactions and recapitalizations of established public and
private companies. Leonard Green & Partners is the largest
private equity firm in Southern California managing approximately
$3.7 billion of private equity capital. Visit
http://www.leonardgreen.com/. About Texas Pacific Group Texas
Pacific Group, based in Fort Worth, TX, is a private investment
firm with more than $30 billion of assets under management. TPG
invests in world- class franchises across a range of industries and
has extensive experience with public and private investments
executed through leveraged buyouts, recapitalizations, take private
transactions, spinouts, joint ventures, and restructurings. Visit
http://www.texaspacificgroup.com/. Forward-Looking Statements
Certain statements in this news release that are not historical
fact constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995.
Forward-looking statements typically are identified by the use of
terms such as "may," "should," "might," "believe," "expect,"
"anticipate," "estimate" and similar words, although some may be
expressed differently. Forward-looking statements in this release
include, but are not limited to, statements regarding anticipated
benefits of the proposed merger, expected financial benefits to our
stockholders, anticipated benefits to our business flexibility,
potential benefits to our associates, suppliers and customers,
anticipated future financial and operating performance and results,
expectations for our products, our positioning in the marketplace
and our expected growth. These statements are based on our
management's current expectations. There are a number of risks and
uncertainties that could cause our actual results to differ
materially. For example, we may be unable to obtain stockholder or
regulatory approvals required for the merger. The merger may
involve unexpected costs. Our business may suffer as a result of
uncertainty surrounding the merger. Certain other risks associated
with our business are discussed from time to time in the reports
filed by PETCO with the Securities and Exchange Commission,
including the Annual Report on Form 10-K for the fiscal year ended
January 28, 2006. PETCO disclaims any intent or obligation to
update these forward-looking statements. Additional Information and
Where to Find It In connection with the proposed merger, PETCO will
file a proxy statement with the Securities and Exchange Commission.
INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE PROXY
STATEMENT WHEN IT BECOMES AVAILABLE, BECAUSE IT WILL CONTAIN
IMPORTANT INFORMATION. Investors and security holders may obtain a
free copy of the proxy statement (when available) and other
documents filed by PETCO at the Securities and Exchange
Commission's web site at http://www.sec.gov/. PETCO and its
directors, executive officers and other members of its management
and employees may be deemed to be participants in the solicitation
of proxies from its stockholders in connection with the proposed
merger. Information concerning the interests of PETCO's
participants in the solicitation is set forth in PETCO's proxy
statements and Annual Reports on Form 10-K, previously filed with
the Securities and Exchange Commission, and in the proxy statement
relating to the merger when it becomes available. Contacts: For
PETCO Animal Supplies Investors Media Rodney Carter Kevin Whalen
SVP and Chief Financial Officer VP, Communications PETCO Animal
Supplies PETCO Animal Supplies (858) 202-7848 (858) 202-7843 For
Texas Pacific Group and Leonard Green & Partners: Owen
Blicksilver Owen Blicksilver PR 516-742-5950 DATASOURCE: PETCO
Animal Supplies, Inc. CONTACT: Investors: Rodney Carter, SVP and
Chief Financial Officer, +1-858-202-7848, or Media: Kevin Whalen,
VP, Communications, +1-858-202-7843, both of PETCO Animal Supplies;
or Owen Blicksilver of Owen Blicksilver PR, for Texas Pacific Group
and Leonard Green & Partners:, +1-516-742-5950 Web site:
http://www.petco.com/ http://www.leonardgreen.com/
http://www.texaspacificgroup.com/
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