By Lisa Kerner
Charlotte, N.C., Jan. 15 - Lifecore Biomedical, Inc. agreed to be acquired by affiliates of Warburg Pincus LLC through a $17-per-share tender offer.
Total value of the deal is about $239 million.
Lifecore expects the transaction to close by the end of the first quarter.
The company's board of directors unanimously approved the merger agreement and will recommend that its shareholders tender their shares in the offer.
"The transaction will allow us to continue to provide exceptional products to our customers," Lifecore president and chief executive officer Dennis J. Allingham said in a company news release.
"As a private company, Lifecore will have greater flexibility to focus on its long-term strategic direction," Allingham added.
Lifecore said it will solicit superior proposals from third parties during the next 30 days under the terms of the agreement.
Termination fees range from $1.5 million to $9 million depending on termination circumstances, as stated in a form 8-K filing with the Securities and Exchange Commission.
Lifecore is being advised by Piper Jaffray & Co. and Dorsey & Whitney LLP.
Lifecore develops biomaterials and medical devices for use in various surgical markets through its dental division and hyaluronan division. The company is based in Chaska, Minn.
Warburg Pincus is a private equity investor based in New York.
| Acquirer: | Warburg Pincus LLC
|
| Target: | Lifecore Biomedical, Inc.
|
| Announcement date: | Jan. 15
|
| Transaction total: | $239 million
|
| Price per share: | $17.00
|
| Termination fee: | Up to $9 million
|
| Expected closing: | First quarter of 2008
|
| Stock price of target: | Nasdaq: LCBM: $12.84 on Jan. 14
|
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