Aramark has signed a definitive agreement to go private. Described as a "merger agreement" by the parties involved, a group led by Chairman/CEO Joseph Neubauer will acquire the company in a transaction valued at approximately $8.3 billion (including the assumption of approximately $2 billion in debt). The deal was unanimously approved by Aramark's board of directors but is contingent on the approval of its stockholders, as well as the appropriate regulatory bodies.
Under the terms of the agreement, Aramark stockholders will receive $33.80 in cash for each share of common stock they hold. That is a 20 percent premium over the price of Aramark's stock the day before the original $32-per-share buyout offer was announced (see the June 2006 FM) .
In the stockholder vote, Neubauer, who holds 40 percent of the company’s Class A shares and 17 percent of its Class B shares, has agreed to count only one vote for each Class A share he holds even though he is entitled to 10 votes per share according to the shareholders agreement. As a result, his vote will represent less than five percent of the total possible vote.
Joining Neubauer, who reportedly will contribute up to $250 million to the purchase package, are investment funds managed by GS Capital Partners, CCMP Capital Advisors and J.P. Morgan Partners, Thomas H. Lee Partners and Warburg Pincus LLC.
The transaction is expected to be completed by late 2006 or early 2007, according to the company.