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Court Denies FTC's Request for Preliminary Injunction Related to Whole Foods Market and Wild Oats Markets Proposed Merger
Thursday August 16, 5:55 pm ET
AUSTIN, Texas and BOULDER, Colo., Aug. 16 /PRNewswire-FirstCall/ -- Whole Foods Market, Inc. (Nasdaq: WFMI - News) and Wild Oats Markets, Inc. (Nasdaq: OATS - News) today have announced that the U.S. District Court for the District of Columbia has denied the Federal Trade Commission's (FTC) request for a preliminary injunction related to the proposed merger between Whole Foods Market and Wild Oats Markets.
"The District Court's ruling affirms our belief that a merger between Whole Foods and Wild Oats is a winning scenario for all stakeholders," said John Mackey, Chairman, CEO, and co-founder of Whole Foods Market. "We believe the synergies gained from this combination will create long term value for customers, vendors, and shareholders as well as exciting opportunities for team members."
The FTC may choose to appeal the District Court's ruling and may seek a stay from either the District Court or the U.S. Court of Appeals for the District of Columbia Circuit to preclude the closing of the merger pending the FTC's appeal to the U.S. Court of Appeals for the District of Columbia Circuit.
Whole Foods Market and Wild Oats Markets have agreed with the FTC to not close the merger prior to noon, Eastern time, on Monday, August 20, 2007. Absent a stay pending appeal, the companies may close the transaction at any point after noon, Eastern time, on Monday, August 20, 2007.
"We are very pleased with the court's ruling and always had confidence that, once presented with the facts, the judge would rule in favor of this merger," said Gregory Mays, Chairman and CEO of Wild Oats Markets. "We continue to believe this merger is in the best interest of our stakeholders, as it will mean significant career opportunities for our store associates, capital investment in our stores to enhance the shopping experience for our customers, and value-creation for our shareholders. We look forward to closing the transaction."
On February 21, 2007, Whole Foods Market entered into a merger agreement with Wild Oats, pursuant to which Whole Foods Market, through a wholly-owned subsidiary, has commenced a tender offer to purchase all of the outstanding shares of Wild Oats at a purchase price of $18.50 per share in cash. On June 7, 2007, the FTC filed a suit in the federal district court to block the proposed acquisition on antitrust grounds and seeking a temporary restraining order and preliminary injunction pending a trial on the merits. Whole Foods Market and Wild Oats consented to a temporary restraining order pending a hearing on the preliminary injunction, which concluded on August 1, 2007.
Whole Foods Market recently extended the expiration date for its tender offer to purchase outstanding shares of common stock of Wild Oats to 5:00 p.m., Eastern time, on August 20, 2007.
Whole Foods Market previously announced it plans to transfer all 35 Henry's and Sun Harvest store locations, and a Riverside, Calif. distribution center to a wholly owned subsidiary of Smart & Final Inc., a Los Angeles-based food retailer, subject to Whole Foods Market prevailing in the current lawsuit with the U.S. Federal Trade Commission concerning Whole Foods Market's merger
with Wild Oats Markets and the actual closing of that merger. The Henry's and Sun Harvest stores are located in California and Texas.
For further information, please contact:
Whole Foods Market
Investor Contact - Cindy McCann, 512.542.0204
Media Contact - Kate Lowery, 512.542.0390
Wild Oats Markets
Investor and Media Contact - Sonja Tuitele, 303.396.6984 |
