Burkle to Lobby Pathmark Shareholders in Support of Bid

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Yucaipa Cos., the Los Angeles-based investment vehicle of billionaire Ron Burkle, got permission from the board of Pathmark Stores to drum up support for its planned investment in the New Jersey grocery chain.


Late Tuesday, Pathmark said in a Securities and Exchange Commission filing that Burkle and two associates can solicit votes from shareholders to get support for Yucaipa’s $150 million investment plan.


The Burkle offer is opposed by a hedge fund with a stake in Pathmark and from the investment advisory firm Institutional Shareholder Services. Pathmark has said in regulatory filings that it has received repeated offers at a higher price than Burkle from an unidentified bidder.


Pathmark, struggling with declining sales and high competition, agreed in March to a transaction in which Yucaipa would invest the $150 million, or $7.50 a share, for what amounts to a 40 percent stake in the company. On May 6, Pathmark’s board of directors unanimously urged shareholders to vote for the proposal at a special meeting on June 9.


Pathmark investor Lampe Conway & Co. LLC opposes the deal, criticizing Pathmark’s board in a letter saying not enough information was provided about the alternative bids. The New York-based hedge fund petitioned Pathmark to release the bidder from a confidentiality agreement so it can discuss its offers.


Pathmark said in a filing last week that the other bidder had offered to pay $8.75 a share for the entire company, after a previous offer of $8.30 a share was rejected.


Burkle’s offer involves the issuance of 20 million new shares at $7.50 each. Burkle also would get warrants to buy 10 million shares at $8.50 each, and a final 15 million of 10-year warrants at $15 each. Pathmark’s board also plans to give Yucaipa five of 11 board seats.


Institutional Shareholder Services said in a report that Pathmark had not “extracted maximum value for shareholders from the bidding process” it conducted prior to its agreement with Yucaipa, Reuters reported.

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