OREANDA-NEWS. September 05, 2016. Diamond Resorts International, Inc. (“Diamond Resorts” or the
“Company”) (NYSE:DRII) and affiliates of certain funds (the “Apollo
Funds”) managed by affiliates of Apollo Global Management, LLC (together
with its consolidated subsidiaries, “Apollo”) (NYSE:APO) today announced
the successful completion of the previously announced transaction
amongst the parties, whereby affiliates of the Apollo Funds acquired all
of the outstanding common stock of Diamond Resorts. The acquisition was
effected through a previously announced \\$30.25 per share cash tender
offer for all of the outstanding shares of common stock of Diamond
Resorts followed by a merger.
The tender offer, which was made pursuant to the agreement and plan of
merger entered into by Diamond Resorts and affiliates of the Apollo
Funds on June 29, 2016 (the “Merger Agreement”), expired at 5:00 P.M.
(New York City time) on September 1, 2016. A total of 56,675,355 shares
of common stock of Diamond Resorts (excluding 4,523,247 shares tendered
by guaranteed delivery), representing approximately 81.26% of the
outstanding shares, were tendered into and not withdrawn from the tender
offer. According to the terms of the tender offer, all such shares (and
any additional shares tendered by guaranteed delivery unless actual
delivery does not occur) have been irrevocably accepted for payment,
which occurred today.
On September 2, 2016, concurrently with payment for the tendered shares,
in accordance with the Merger Agreement and Section 251(h) of the
General Corporation Law of the State of Delaware, the acquisition was
completed by merging Diamond Resorts with an affiliate of the Apollo
Funds. In connection with the merger, all shares not validly tendered in
the tender offer (subject to certain exceptions, including shares for
which appraisal rights were validly demanded) were cancelled and
converted into the right to receive \\$30.25 per share. As a result,
Diamond Resorts became a privately-held company and Diamond Resort’s
common stock ceased trading on the New York Stock Exchange, effective
today, and will be delisted.
David Palmer, President and Chief Executive Officer of Diamond Resorts,
said, “We have gained a valuable and innovative partner through Apollo
as they are one of the global leaders in private equity with nearly
three decades of experience in acquiring and successfully growing
companies. With Apollo’s expertise and support, we are confident that we
will be able to continue building on our current success and remain
focused on delivering operational excellence, unparalleled hospitality
and unforgettable vacation experiences.”
“We are excited about the completed acquisition of Diamond Resorts,
which is an amazing business with a sterling industry reputation,” said
David Sambur, Partner at Apollo. “We look forward to working together
with the management team to grow and strengthen Diamond Resorts’
business.”
Centerview Partners served as exclusive financial advisor to the
Strategic Review Committee. Gibson, Dunn & Crutcher LLP served as legal
advisor to the Strategic Review Committee. DLA Piper LLP served as
special counsel and Katten Muchin Rosenman LLP served as antitrust
counsel to the Company. Barclays and RBC Capital Markets, LLC served as
M&A advisors to Apollo and Paul, Weiss, Rifkind, Wharton & Garrison LLP
served as legal advisor to Apollo. PSP Investments Credit USA LLC,
Barclays, Royal Bank of Canada and Jefferies Finance LLC provided debt
financing.
About Diamond Resorts
Diamond Resorts International, with its network of more than 420
vacation destinations located in 35 countries throughout the continental
United States, Hawaii, Canada, Mexico, the Caribbean, South America,
Central America, Europe, Asia, Australasia and Africa, provides guests
with choice and flexibility to let them create their dream vacation,
whether they are traveling an hour away or around the world. Our
relaxing vacations have the power to give guests an increased sense of
happiness and satisfaction in their lives, while feeling healthier and
more fulfilled in their relationships, by enjoying memorable and
meaningful experiences that let them Stay Vacationed.
About Apollo
Apollo is a leading global alternative investment manager with offices
in New York, Los Angeles, Houston, Chicago, Bethesda, Toronto, London,
Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong and
Shanghai. Apollo had assets under management of approximately \\$186
billion as of June 30, 2016 in private equity, credit and real estate
funds invested across a core group of nine industries where Apollo has
considerable knowledge and resources. For more information about Apollo,
visit www.agm.com.
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