ISS Recommends That OSI Restaurant Partners' Stockholders Vote 'FOR' Merger
26 Aprile 2007 - 10:08PM
PR Newswire (US)
TAMPA, Fla., April 26 /PRNewswire-FirstCall/ -- OSI Restaurant
Partners, Inc. (NYSE:OSI) today announced that Institutional
Shareholder Services (ISS) has recommended that OSI's stockholders
vote "FOR" adoption of OSI's merger agreement with Kangaroo
Holdings, Inc. and Kangaroo Acquisition, Inc. at its May 8, 2007
Special Meeting of Stockholders. Kangaroo Holdings and Kangaroo
Acquisition are controlled by an investor group comprised of
investment funds affiliated with Bain Capital Partners LLC and
Catterton Management Company LLC, which are private equity firms,
and expected to include OSI's founders and certain members of OSI's
senior management. ISS is a leading independent U.S. proxy advisory
firm and its voting analyses and recommendations are relied upon by
hundreds of major institutional investment funds, mutual funds and
fiduciaries throughout the country. In recommending that OSI's
stockholder vote "FOR" adoption of the merger agreement, ISS stated
in part that: "Based on reasonable premium and valuation multiples,
lack of interest from competing bidders and a normal arbitrage
spread for the company's stock price, we believe that the current
offer represents a more favorable alternative for shareholders."*
*Permission to use quotations from the ISS report was neither
sought nor obtained. As announced on November 6, 2006, OSI entered
into a merger agreement with Kangaroo Holdings and Kangaroo
Acquisition pursuant to which OSI's stockholders will be entitled
to receive $40.00 in cash for each share they own, subject to
closing of the transaction. The merger consideration represents a
23% premium over the closing price of shares of OSI common stock on
November 3, 2006, the last trading day prior to announcement of the
merger. OSI's stockholders are encouraged to read the definitive
proxy statement relating to the merger in its entirety as it
provides, among other things, a detailed discussion of the process
that led to execution of the merger agreement. A special committee
comprised of all of OSI's independent directors and OSI's board of
directors recommended that OSI stockholders vote "FOR" adoption of
the merger agreement. The vote of each OSI stockholder is very
important regardless of the number of shares of common stock that a
stockholder owns. A failure to vote will have the same legal effect
as a vote against adoption of the merger agreement. Stockholders
who have questions about the merger, need assistance in submitting
their proxy or voting their shares should contact OSI's proxy
solicitor, MacKenzie Partners, Inc., 105 Madison Avenue, New York,
NY 10016, 1-800-322-2885 toll-free) or 212-929-5500 (call-collect),
Email: . OSI Restaurant Partners' portfolio of brands consists of
Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill,
Fleming's Prime Steakhouse & Wine Bar, Roy's, Lee Roy Selmon's,
Blue Coral Seafood & Spirits and Cheeseburger in Paradise. It
has operations in 50 states and 20 countries internationally.
Additional Information and Where to Find It A definitive proxy
statement of OSI Restaurant Partners and other materials has been
filed with the Securities and Exchange Commission (the "SEC"). WE
URGE INVESTORS TO READ THE PROXY STATEMENT AND THESE OTHER
MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT OSI RESTAURANT PARTNERS AND THE PROPOSED TRANSACTION.
Investors may obtain free copies of the definitive proxy statement
as well as other filed documents containing information about OSI
Restaurant Partners at http://www.sec.gov/, the SEC's free internet
site. Free copies of OSI Restaurant Partners' SEC filings are also
available on OSI Restaurant Partners' internet site at
http://www.osirestaurantpartners.com/. Participants in the
Solicitation OSI Restaurant Partners and its executive officers and
directors may be deemed, under SEC rules, to be participants in the
solicitation of proxies from OSI Restaurant Partners' stockholders
with respect to the special meeting of stockholders. Information
regarding the officers and directors of OSI Restaurant Partners is
included in its definitive proxy statement for its 2006 annual
meeting filed with the SEC on March 30, 2006. More detailed
information regarding the identity of potential participants, and
their direct or indirect interests, by securities, holdings or
otherwise, is set forth in the proxy statement and other materials
filed with SEC in connection with the proposed transaction.
DATASOURCE: OSI Restaurant Partners, Inc. CONTACT: Lisa Hathcoat or
Dirk Montgomery, of OSI Restaurant Partners, Inc., +1-813-282-1225
Web site: http://www.osirestaurantpartners.com/
Copyright
Grafico Azioni Osiris Acquisition (NYSE:OSI)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Osiris Acquisition (NYSE:OSI)
Storico
Da Giu 2023 a Giu 2024