Industrial Distribution Group (IDGR) Considers Two New Acquisition Offers, But Stays Committed to Platinum Equity Advisors

April 7, 2008 6:50 PM EDT

Industrial Distribution Group (Nasdaq: IDGR) will consider whether either of two recently-received, unsolicited acquisition proposals -- one with a proposed price of $11.70 per share, and the other with a proposed price of $11.00 per share, in cash to the Company's stockholders -- will result in a superior transaction relative to the previously announced proposed merger with an affiliate of Platinum Equity Advisors, LLC at a price of $10.30 per share in cash to the Company's stockholders.

The Company's merger agreement with Platinum Equity remains effective and binding for an acquisition of the Company, if the merger agreement is adopted by the Company's stockholders, for a price of $10.30 per share. However, IDGR has determined that the offer from Luther King Capital Management Corporation (LKCM), which presently owns 14.9% of the Company's outstanding stock, is credible at $11.70 per share. IDGR has also determined that the proposal set forth in Bidder D's March 31 letter was credible and could reasonably be expected to lead to a transaction for $11.00 per share.

Richard M. Seigel, IDG's Chairman who also chaired the Board's special committee, commented: "These recent indications of interest at higher prices to our stockholders, from credible sources, obviously warrant prudent consideration to see whether they may actually lead to a superior outcome. Our fiduciary obligations to our stockholders, as well as our contractual obligations to Platinum Equity, are consistent with allowing a reasonable and appropriate opportunity for the due diligence and discussion both bidders have requested. However, both proposals are subject to significant conditions that are beyond IDG's control, and thus we remain committed to our binding agreement with Platinum Equity, which, if approved by the stockholders and consummated, would deliver significant value to all of our stockholders, as discussed in IDG's proxy statement.''[SM]

Related Categories

Mergers and Acquisitions

Stocks Mentioned

Related Entities

• Luther King Capital

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