Judge clears way for Tuesday vote by Family Dollar shareholders
New York -A Delaware judge has denied a request to block Tuesday's vote by Family Dollar Stores on a $8.5 billion take-over bid by Dollar Tree, saying dissident shareholders "failed to demonstrate a reasonable probability of success on any of their claims." A shareholder lawsuit had requested a preliminary injunction against the vote until Family Dollar “properly engaged” in talks with rival Dollar General to “achieve a value-maximizing transaction.”
“The board has reasonably decided not to engage in discussions with General because General has not, in the board’s informed and good-faith judgment, offered better value” for Family Dollar investors, stated Delaware Chancery Court Judge Andre Bouchard.
The Delaware judge issued his opinion on Friday. It was disclosed in a Family Dollar securities filing Monday.
The battle for Family Dollar has been playing out since July, when Dollar Tree announced a plan to buy Family Dollar for $74.50 worth of cash and stock per share. Dollar General then came in with an unsolicited all-cash bid of $80 a share. Dollar General also said it shutter as many as 1,500 of its 11,500 locations to satisfy possible anti-trust concerns.
Family Dollar directors turned down the Dollar General offer. In response, Dollar General made a tender offer in, saying its target was using antitrust concerns as a pretext to favor Dollar Tree’s inferior offer.