CITY OF COMMERCE, Calif.,
March 11, 2011 /PRNewswire/ --
99 Cents Only Stores® (NYSE: NDN)
(the "Company") today announced that its board of directors has
received a proposal from members of the Schiffer/Gold family,
together with Leonard Green &
Partners, L.P. ("LGP"), to acquire the Company in a "going private"
transaction for $19.09 per share in
cash. The Schiffer/Gold family owns approximately 33% of the
Company's outstanding common stock, and the letter states that they
are prepared to contribute a substantial portion of their existing
Company stock ownership as part of the proposed transaction.
(Logo:
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The proposal letter states that it is not a binding commitment
or obligation on the part of the Schiffer/Gold family or LGP.
It also states that any transaction would be subject to: (a)
completion of due diligence, including financial, legal, accounting
and tax diligence; (b) receipt of financing commitments with
respect to the financing necessary to complete the proposed
transaction; (c) negotiation of a satisfactory acquisition
agreement with customary terms and conditions; (d) reaching
agreement among members of the Schiffer/Gold family and LGP with
respect to the terms of a shareholders' agreement; and (e) reaching
agreements with the management of the Company with respect to their
ongoing roles as managers of the Company. It also states that
the Schiffer/Gold family has not made any commitment of exclusivity
with LGP relating to a transaction.
The board of directors cautions the Company's shareholders and
others considering trading in its securities that it has only
received the proposal and it has not yet been evaluated.
There can be no assurance that any definitive offer will be
made, that any agreement will be executed or that this or any other
transaction will be approved or consummated. The board of
directors expects to form a special committee of independent
directors to consider the proposal. The committee would retain
independent financial advisors and legal counsel to assist it in
its work.
About 99 Cents Only Stores®
Founded in 1982, 99 Cents Only
Stores® currently operates 283 extreme value retail stores
consisting of 210 stores in California, 34 in Texas, 27 in Arizona, and 12 in Nevada. 99 Cents
Only Stores® emphasizes quality name-brand consumables, priced at
an excellent value, in convenient, attractively merchandised
stores. Over half of the Company's sales come from food and
beverages, including produce, dairy, deli and frozen foods, along
with organic and gourmet foods. The Company's New York Stock
Exchange symbol is NDN.
Forward Looking Statements
This press release contains statements that are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements are based on current
expectations about future events. These statements are not
guarantees of future events and involve risks, uncertainties and
assumptions that are difficult to predict. Therefore, actual
events may differ materially from what is expressed in such
forward-looking statements due to numerous factors. These
include the uncertainties set forth in this press release regarding
whether an acquisition of the Company will be consummated upon the
terms proposed by the Schiffer/Gold family and LGP, or at all.
Further information and risks regarding factors that could affect
our business, operations, financial results or financial positions
are discussed from time to time in the Company's Securities and
Exchange Commission filings and reports. The shareholders of
the Company and other readers are cautioned not to put undue
reliance on any forward-looking statements. The Company
undertakes no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events
or otherwise.
SOURCE 99 Cents Only Stores