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Prospect News home > News index > List of issuers U > Headlines for United Online Inc. > News item
Published on 6/9/2008 in the Prospect News Special Situations Daily.

Merger of United Online, FTD closer to completion as HSR wait ends early

By Lisa Kerner

Charlotte, N.C., June 9 - The Federal Trade Commission announced it has granted early termination of the Hart-Scott-Rodino waiting period in the proposed merger of United Online, Inc. and FTD Group, Inc.

In April, United Online agreed to acquire FTD Group in a stock and cash deal valued at approximately $800 million, or some $15.08 per share.

FTD stockholders will receive $7.34 in cash, 0.4087 of a share of United Online common stock and $3.31 principal amount of United Online 13% senior secured notes due 2013 for each share of FTD common stock, it was previously reported.

United Online said the total consideration to FTD stockholders will be about $456 million, consisting of $222 million in cash, 12.35 million shares of United Online Stock and $100 million total principal amount of notes.

Under the companies' merger agreement, United Online may increase the per-share cash portion of the price by $2.81 in full substitution of the notes.

FTD stockholders would then receive a total of $10.15 in cash and 0.4087 of a share of United Online stock for each share of FTD common stock for a total value of $14.58 per share, a prior news release stated.

Total consideration to FTD stockholders would then be some $440 million, consisting of $307 million in cash and 12.34 million shares of United Online stock.

FTD, a worldwide provider of floral products, will operate as a wholly owned subsidiary of United Online from its existing facilities in Downers Grove, Ill., and the United Kingdom.

United Online is a Woodland Hills, Calif.-based provider of consumer internet and media services. Its services included Classmates, MyPoints, NetZero, Juno and email.


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