Centerplate Completes Merger With Kohlberg & Company
January 27 2009 - 4:47PM
PR Newswire (US)
STAMFORD, Conn., Jan. 27 /PRNewswire-FirstCall/ -- Centerplate,
Inc. (Amex: CVP; TSX: CVP.un) today announced the completion of its
previously announced merger with an affiliate of Kohlberg &
Company, L.L.C. The unit holders of Centerplate voted to approve
the proposed merger agreement that the company entered into on
September 18, 2008 and amended on December 23, 2008 at a special
meeting held today, January 27, 2009. Holders of 50.65% of
Centerplate's outstanding voting shares voted for the merger
agreement. As a result of the transaction, each issued and
outstanding share of Centerplate common stock was cancelled and
converted automatically into the right to receive $0.01 in cash. As
previously disclosed, in the related tender transaction, holders of
approximately $73,200,198 of the outstanding principal amount of
the notes, which represents 61.2% of the $119,596,334.10
outstanding principal amount of the notes have tendered their notes
and delivered consents. Each unit holder who properly tendered
their subordinated notes will receive $2.49 per note, plus accrued
and deferred interest. Centerplate has accepted all of the tendered
notes for payment. Janet L. Steinmayer, President and CEO of
Centerplate said, "We are pleased that our unit holders have
approved this transaction. We look forward to working with Kohlberg
to continue to provide the highest levels of customer service to
our clients." As a result of the merger, Centerplate's income
deposit security (IDS) will no longer trade on the American Stock
Exchange or the Toronto Stock Exchange. The subordinated notes not
purchased in the tender offer will remain outstanding and be
governed by the terms of the indenture, as amended by the
Supplemental Indenture entered into on January 23, 2009. Interest
on notes that remain outstanding will be paid in cash, along with
the deferred and accrued interest on those notes, at the next
regularly scheduled payment date to holders of record. About
Centerplate Centerplate, with its principal executive office in
Stamford, CT, is a leading provider of food and related services
including concessions, catering and merchandise services in more
than 130 sports facilities, convention centers and other
entertainment venues throughout the United States and Canada. Visit
the company online at http://www.centerplate.com/. About Kohlberg
& Company Kohlberg & Company, L.L.C. is a leading private
U.S. equity firm with offices in Mt. Kisco, New York and Menlo
Park, California. Since its inception in 1987, Kohlberg has
completed more than 90 platform and add-on acquisitions as the
control investor in a variety of industries including
manufacturing, healthcare, consumer products and service
industries. Kohlberg has invested a total of $2 billion in equity
across six private equity funds with aggregate transaction value of
approximately $7 billion. Forward-Looking Statements This news
release includes forward-looking statements within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act. These statements may involve risks and uncertainties
that could cause actual results to differ materially from those
described in such statements. Although Centerplate believes that
the expectations reflected in these forward-looking statements are
reasonable, the company can give no assurance that these
expectations will prove to have been correct or that they will
occur. Important factors beyond Centerplate's control, including
general economic conditions, consumer spending levels, changing
trends in our business and competitive environment, the company's
borrowing capacity, the provisions of the credit agreement, the
provisions of the indenture, adverse weather conditions and other
factors, as well as the risks identified in our most recent annual
report on Form 10-K and other filings with the Securities and
Exchange Commission could cause actual results to differ materially
from Centerplate's expectations. Centerplate undertakes no
obligation to update or review any forward-looking statement,
whether as a result of new information, future developments or
otherwise. Contact Information Gael Doar Director of Communications
203-975-5941 DATASOURCE: Centerplate, Inc. CONTACT: Gael Doar,
Director of Communications of Centerplate, Inc., +1- 203-975-5941,
Web site: http://www.centerplate.com/
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