Sun Capital Successfully Completes Cash Tender Offer for Kellwood Shares; Announces Subsequent Offering Period
13 Febrero 2008 - 7:00AM
Business Wire
Sun Capital Securities Group, LLC today announced the successful
completion of Cardinal Integrated, LLC锟絪 cash tender offer for the
outstanding shares of Kellwood Company (NYSE: KWD), which expired
at 12:00 midnight New York City time, on Tuesday, February 12,
2008. As of the close of the offer, approximately 15.8 million
Kellwood shares have been validly tendered, and not properly
withdrawn, representing approximately 70.5% of the outstanding
shares of Kellwood. When added to Sun Capital锟絪 existing 11.4%
stake, this represents approximately 81.9% of Kellwood锟絪 total
outstanding shares. Additional shares were guaranteed to be
delivered within the next three business days which, if added to
the tendered shares and Sun Capital锟絪 existing stake, would
represent in excess of 90.0% of Kellwood锟絪 total outstanding
shares. All shares validly tendered and not properly withdrawn
prior to the expiration of the offer have been accepted for
purchase by Cardinal Integrated, and Cardinal Integrated expects to
promptly pay for all such shares. Sun Capital also announced that
Cardinal Integrated has commenced a subsequent offering period for
all of the remaining untendered shares that will expire at 12:00
midnight New York City time, on Friday, February 15, 2008. During
this subsequent offering period, Kellwood shareholders who did not
previously tender their shares into the offer may do so and will
promptly receive $21.00 per share cash consideration, as was paid
during the initial offering period. Shares tendered during the
subsequent offering period may not be withdrawn. After expiration
of the subsequent offering period, as the final step of the
acquisition process, a subsidiary of Cardinal Integrated will be
merged with and into Kellwood and each share not previously
purchased in the tender offer will be converted, subject to
appraisal rights, into the right to receive $21.00 per share in
cash. Consummation of the merger is expected to occur as soon as
practicable after the expiration of the subsequent offering period.
Following the merger, Kellwood will become a wholly-owned
subsidiary of Cardinal Integrated, and Kellwood锟絪 common stock will
be delisted and will cease to trade on the New York Stock Exchange.
Shareholders with questions regarding tendering their shares should
log on to www.kellwoodvalue.com or call D.F. King & Co., Inc.
at (800) 269-6427. About Sun Capital Sun Capital Partners, Inc. is
a leading private investment firm focused on leveraged buyouts,
equity, debt, and other investments in market-leading companies
that can benefit from its in-house operating professionals and
experience. Sun Capital affiliates have invested in and managed
more than 180 companies worldwide with combined sales in excess of
$35.0 billion since Sun Capital's inception in 1995. Sun Capital
has offices in Boca Raton, Los Angeles, and New York, and
affiliates with offices in London, Tokyo, and Shenzhen. Additional
Information and Where to Find It This press release is provided for
informational purposes only and is neither an offer to purchase nor
a solicitation of an offer to sell any securities of Kellwood. The
offer to purchase or solicitation of offers to sell is being made
pursuant to a Tender Offer Statement on Schedule TO (including the
Offer to Purchase, Letter of Transmittal and other related offer
documents) filed by Cardinal Integrated, LLC with the SEC on
January 15, 2008, as amended. Before making any decision with
respect to the offer, Kellwood stockholders are advised to read
these documents, as they may be amended from time to time, and any
other documents relating to the tender offer that are filed with
the SEC carefully and in their entirety because they contain
important information, including the terms and conditions of the
offer. Kellwood stockholders may obtain copies of these documents
for free at the SEC锟絪 website at www.sec.gov, or by calling D.F.
King & Co., Inc., the Information Agent for the offer, at (800)
269-6427.
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