October 18, 2011Merger Agreement • October 18th, 2011 • A.C. Moore Arts & Crafts, Inc. • Retail-hobby, toy & game shops
On behalf of the Board of Directors of A.C. Moore Arts & Crafts, Inc. (“A.C. Moore”), I am pleased to inform you that on October 3, 2011, A.C. Moore entered into a definitive Agreement and Plan of Merger, as amended as of October 17, 2011 (the “Merger Agreement”), with Nicole Crafts LLC, a Delaware limited liability company (“Parent”), and Sbar’s Acquisition Corporation, a Pennsylvania corporation and a wholly-owned subsidiary of Parent (“Merger Sub”). Parent and Merger Sub are each affiliates of Sbar’s, Inc., a New Jersey corporation and long-time supplier to A.C. Moore. Pursuant to the terms of the Merger Agreement, Merger Sub commenced a tender offer on October 18, 2011 to purchase all of the outstanding shares of A.C. Moore’s common stock for $1.60 per share in cash, without interest thereon and subject to required tax withholdings. Following the completion of the tender offer, Merger Sub will merge with and into A.C. Moore, with A.C. Moore continuing as the surviving corporation i
