By Michael Calia
Family Dollar Stores Inc.'s shareholders voted Tuesday to
adjourn their meeting instead of voting on the company's $8.5
billion deal to be acquired by Dollar Tree Inc.
Shareholders voted by a margin of 72 million shares to 15
million shares to postpone the vote on the Dollar Tree offer,
scheduled for Tuesday, until Jan. 22.
The decision comes a day after a Delaware court rejected a
motion by Family Dollar shareholders seeking to block the vote on
the Dollar Tree deal. The investors had said Family Dollar's board
failed to live up to its fiduciary duty by declining to consider
Dollar General Corp.'s unsolicited $9.1 billion bid.
Family Dollar has said that it believes Dollar General's offer
wouldn't pass regulatory muster. According to court documents, the
company's board had been advised that Dollar General's offer had a
40% chance of being approved by antitrust regulators, as the 1,500
stores the suitor had offered to divest wasn't enough to address
such concerns.
The Federal Trade Commission, meanwhile, has continued to review
the agreement between Family Dollar and Dollar Tree--as well as
Dollar General's offer. The regulators are probing the similarities
between the discount retailers' businesses and whether any
prospective deal would affect pricing as well as competition.
Dollar Tree said earlier this month that it would need to divest
a "relatively small" number of stores to gain antitrust approval
for the deal, which could close in February.
Dollar General had shown interest in making a deal for Family
Dollar several times in recent years, the company said in August,
when it made its unsolicited bid. The company made the offer, which
was eventually rejected, after Family Dollar and Dollar Tree
unveiled their agreement, which Dollar General characterized as
"very surprising" at the time.
Chelsey Dulaney
contributed to this article.
Write to Michael Calia at michael.calia@wsj.com
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