Jo-Ann Stores Announces Record Date and Special Meeting to Vote on Merger Agreement
15 Février 2011 - 2:00PM
Business Wire
Jo-Ann Stores, Inc. (NYSE: JAS) (the "Company") today announced
that its Board of Directors has scheduled a special meeting of its
shareholders to consider and vote upon the proposal to adopt a
merger agreement between the Company and an affiliate of Leonard
Green & Partners, L.P. Jo-Ann Stores shareholders of record at
the close of business on February 16, 2011, will be entitled to
notice of the special meeting and the opportunity to vote on the
proposed transaction. The special meeting is scheduled to be held
on March 18, 2011.
Despite an active and extensive solicitation of potentially
interested parties in connection with the “go-shop” period since
the announcement of the merger agreement, the Company did not
receive any alternative acquisition proposals.
If the acquisition is approved by the holders of a majority of
Jo-Ann Stores’ shares of common stock, the transaction is expected
to close by the end of March 2011. The transaction is subject to
customary closing conditions, but is not subject to any condition
with regard to the financing of the transaction.
Jo-Ann Stores has filed a preliminary proxy statement with the
SEC which contains detailed information about the transaction and
the board and special committee process. The definitive proxy
statement is expected to be filed with the SEC and mailed to
shareholders of record on approximately February 17, 2011.
About Jo-Ann Stores, Inc.
Jo-Ann Stores, Inc. (www.joann.com) is the nation's largest
specialty retailer of fabrics and one of the largest specialty
retailers of crafts, operating 751 stores in 48 states.
About Leonard Green & Partners, L.P.
Leonard Green & Partners is a leading private equity firm
with over $9 billion in equity capital under management. Based in
Los Angeles, Leonard Green & Partners invests in market leading
companies across a range of industries. Significant current retail
investments include Whole Foods Market, PETCO Animal Supplies,
Leslie's Poolmart, Sports Authority, The Container Store, Tourneau,
David's Bridal, Neiman Marcus Group, Jetro Cash & Carry and
Tire Rack.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements that are
subject to certain risks and uncertainties. Our actual results,
performance or achievements may differ materially from those
expressed or implied in the forward-looking statements. Risks and
uncertainties that could cause or contribute to such material
differences include, but are not limited to, changes in general
economic conditions, risks in implementing new marketing
initiatives, natural disasters and geo-political events, changes in
customer demand, changes in trends in the fabric and craft
industry, changes in the competitive pricing for products, the
impact of competitors’ store openings and closings, our dependence
on suppliers, seasonality, disruptions to the transportation system
or increases in transportation costs, energy costs, our ability to
recruit and retain highly qualified personnel, our ability to
manage our inventory, our ability to effectively manage our
distribution network, disruptions to our information systems,
failure to maintain the security of our electronic and other
confidential information, failure to comply with various laws and
regulations, failure to successfully implement the store growth
strategy, changes in accounting standards and effective tax rates,
inadequacy of our insurance coverage, cash and cash equivalents
held at financial institutions in excess of federally insured
limits, volatility of our stock price, damage to our reputation,
and other factors. Other important factors that may cause actual
results to differ materially from those expressed in the
forward-looking statements are discussed in the company’s
Securities and Exchange Commission filings.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in
respect of the proposed merger of Jo-Ann with an affiliate of
Leonard Green & Partners, L.P. In connection with the proposed
merger, Jo-Ann has filed a preliminary proxy statement with the
SEC. When completed, a definitive proxy statement and a form of
proxy will be mailed to the shareholders of the company. BEFORE
MAKING ANY VOTING DECISION, JO-ANN’S SHAREHOLDERS ARE URGED TO READ
THE DEFINITIVE PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND
IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT
THE PROPOSED MERGER. Jo-Ann’s shareholders will be able to obtain,
without charge, a copy of the definitive proxy statement (when
available) and other relevant documents filed with the SEC from the
SEC’s website at http://www.sec.gov. Jo-Ann’s shareholders will
also be able to obtain, without charge, a copy of the definitive
proxy statement and other relevant documents (when available) by
directing a request by mail or telephone to Jo-Ann Stores Inc.,
Attn: Corporate Communications, 5555 Darrow Road, Hudson, Ohio
44236, telephone: (330) 463-6865, or from the investor relations
section of the company’s website, http://www.joann.com.
Participants in Solicitation
Jo-Ann and its directors and officers may be deemed to be
participants in the solicitation of proxies from Jo-Ann’s
shareholders with respect to the special meeting of shareholders
that will be held to consider the proposed merger. Information
about Jo-Ann’s directors and executive officers and their ownership
of the company’s common stock is set forth in the proxy statement
for Jo-Ann’s 2010 Annual Meeting of Shareholders, which was filed
with the SEC on April 26, 2010. Shareholders may obtain additional
information regarding the interests of Jo-Ann's directors and
executive officers in the proposed merger, which may be different
than those of Jo-Ann’s shareholders generally, by reading the
definitive proxy statement and other relevant documents regarding
the proposed merger when they become available.
Jo Ann Stores (NYSE:JAS)
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