Wild Oats Markets (NASDAQ:OATS)
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From Jun 2019 to Jun 2024
Wild Oats Markets, Inc. (NASDAQ: OATS) today was informed that the
Federal Trade Commission (FTC) will file a lawsuit in Federal District
Court to block Whole Foods Market, Inc.’s
(NASDAQ: WFMI) proposed acquisition of the Company, and seek a temporary
restraining order pending the Court’s ruling
on the FTC’s request for a preliminary
injunction.
“We continue to believe very strongly that
this merger is in the best interest of all our constituents,”
said Greg Mays, Chairman and CEO of Wild Oats Markets. “Our
associates will benefit from greater opportunities working for a larger
combined company, our shareholders will benefit from value creation, and
our consumers will benefit from a stronger product offering and the
capital investment to upgrade our stores. While we disagree with the FTC’s
position and believe it is without legal and factual merit, we are
confident that, once presented with the facts, the Court will agree that
this merger is pro-competitive and the FTC’s
application for an injunction will be denied, thus allowing us to
proceed forward with the merger. We intend to cooperate with Whole Foods
in all respects and to vigorously challenge the FTC in Court.”
About the Transaction
On February 21, 2007, Wild Oats and Whole Foods announced they had
signed a definitive merger agreement under which Whole Foods offered to
acquire Wild Oats’ outstanding common stock
in a cash tender offer at $18.50 per share, or approximately $565
million based on fully diluted shares, and assume the Company’s
debt. Consummation of Whole Foods’ offer is
subject to customary closing conditions, including approval by the
Federal Trade Commission under the Hart-Scott-Rodino Act. On March 13,
2007, Wild Oats and Whole Foods received a second request for additional
information from the FTC.
The merger agreement also requires approval of Wild Oats Markets’
stockholders if Whole Foods acquires less than 90 percent of the Company’s
outstanding stock in the tender offer. Wild Oats plans to schedule a
stockholders’ meeting later this summer in
the event such approval is required.
About Wild Oats Markets
Wild Oats Markets, Inc. is a nationwide chain of natural and organic
foods markets in the U.S. and Canada. With more than $1.2 billion in
annual sales, the Company currently operates 110 natural food stores in
24 states and British Columbia, Canada. The Company's markets include:
Wild Oats Marketplace, Henry's Farmers Market, Sun Harvest and Capers
Community Markets. For more information, please visit the Company's
website at www.wildoats.com.
About Whole Foods Market
Founded in 1980 in Austin, Texas, Whole Foods Market®
is a Fortune 500 company and the largest natural and organic foods
retailer. The Company had sales of $5.6 billion in fiscal year 2006 and
currently has 194 stores in the United States, Canada and the United
Kingdom.
Risk Factors and Uncertainties
This release contains forward-looking statements, as defined in the
Private Securities Litigation Reform Act of 1995, which involve risks
and uncertainties. Such forward-looking statements include: the number
of stores the Company plans to open, remodel and relocate in the future,
and the anticipated performance of such stores; the amount of capital
expenditures required to open or remodel stores; expected future
comparable store sales, revenues and earnings per share, future
financial measures and prospects for favorable growth and performance,
the likelihood of receipt of regulatory consents to, and the timing of
the consummation of the proposed tender offer and merger, and the Company’s
ability, within a reasonable time period, to identify and hire a chief
executive officer with the vision and ability to continue the Company’s
growth.
The statements made by the Company are based on management’s
present expectations, and actual results may differ from the results
indicated or otherwise implied by such forward-looking statements due to
certain risks and uncertainties including, but not limited to: the
Company’s ability to execute, the results of
merchandising and marketing programs, the impact of competition, the
pending merger and other factors as are set forth in the Company's SEC
filings, including the Annual Report on Form 10-K for the fiscal year
ended December 30, 2006 and the Company’s
quarterly reports on Form 10-Q. These risk factors may not be an
all-inclusive enumeration of the business risks faced by Wild Oats.
Investors should recognize that the reliability of any projected
financial data diminishes the farther in the future the data is
projected.
The statements made by management of the Company and summarized above
represent their views as of the date of this press release, and it
should not be assumed that the statements made herein remain accurate as
of any future date. Wild Oats does not intend to update these statements
and undertakes no duty to any person to effect any such update under any
circumstances.