Selected Financial Information Provided to Prospective Debt Financing SourcesMerger Agreement • January 28th, 2014 • Arden Group Inc • Retail-grocery stores
On December 20, 2013, Arden Group, Inc. (the “Registrant” or the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with GRCY Holdings, Inc. (“Parent”) and GRCY Acquisition, Inc. (“Merger Sub”) providing for the merger, upon the terms and subject to the conditions set forth in the Merger Agreement, of Merger Sub with and into Registrant with Registrant continuing as the surviving corporation and a wholly-owned subsidiary of Parent (the “Merger”). Parent and Merger Sub are affiliates of TPG Capital, L.P. (the “Sponsor”) and were formed solely for the purposes of executing the Merger Agreement and facilitating the Merger. Subject to the terms and conditions of the Merger Agreement, the merger consideration will consist of cash in an amount of $126.50 per share of Registrant’s Class A Common Stock, par value $0.25 per share (the “Common Stock”), without interest.
