American Dental Partners (ADPI) Acquired by JLL Partners for $19/Share

November 7, 2011 6:34 AM EST
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American Dental Partners, Inc. (Nasdaq: ADPI) entered into a definitive agreement to be acquired private equity firm JLL Partners, Inc. for $19.00 per share, or an 83% premium to Friday's close. The transaction is valued at approximately $398 million, including $81 million in currently outstanding debt.

Under the terms of the merger agreement, the Company may solicit acquisition proposals from third parties for a period of 40 calendar days from the date of the merger agreement. If there is not a superior offer, the transaction is expected to close during the first quarter of 2012.

A special committee of the board of directors negotiated the transaction and recommended it to the full board. The special committee is being advised by an independent financial advisor, Greenhill & Co, LLC, and an independent legal advisor, Wilmer Cutler Pickering Hale and Dorr LLP. BofA Merrill Lynch is acting as financial advisor to the Company and Baker & Hostetler, LLP is acting as legal advisor to the Company.

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