Affiliates of Bain Capital Partners have completed the acquisition of retail company Gymboree for USD65.40 per share in cash, or approximately USD1.8bn in the aggregate.
The definitive merger agreement was announced on 11 October 2010.
Pursuant to the merger agreement, Giraffe Acquisition, a corporation controlled by Bain Capital, commenced a tender offer on 25 October to acquire all outstanding shares of Gymboree at a price of USD65.40 per share, net to the seller in cash.
The tender offer expired at 11:59pm, New York City time, on 22 November and the depositary has advised that, as of the expiration time, 21,566,182 company shares had been validly tendered and not withdrawn, representing approximately 78 per cent of the outstanding shares. All of these shares have been accepted for payment by Giraffe Acquisition.
On 23 November, Giraffe Acquisition was merged with and into Gymboree in accordance with the merger agreement. In the merger, each company share not previously purchased in the tender offer was converted, subject to appraisal rights, into the right to receive USD65.40, net to the seller in cash.
As a result of the completion of the merger, Gymboree’s common stock will cease trading on The Nasdaq Stock Market.
