Paulson & Co. To Buy Steinway For $40.00 Per Share - Quick Facts

(RTTNews) - Steinway Musical Instruments Inc. (LVB) and investment firm Paulson & Co. Inc. announced that entities affiliated with Paulson and the company have entered into a definitive merger agreement for the acquisition of Steinway in a transaction valued at approximately $512 million. Under the Agreement, an affiliate of Paulson is required to commence a tender offer to acquire all outstanding shares of Steinway common stock for $40.00 per share in cash. Upon the completion of the transaction, Steinway will become a privately held company.

Michael Sweeney, Chairman and CEO of Steinway said, "The company conducted a comprehensive "go-shop" process resulting in Paulson's offer, which reflects the attractive value of the company's heritage and growth opportunities. At $5.00 per share more than the offer from Kohlberg, this transaction provides shareholders significant additional value for their investment."

Steinway terminated its merger agreement with Kohlberg and will pay the firm a termination fee of approximately $6.7 million. The Paulson Merger Agreement does not provide for a "go-shop" period, but Steinway is permitted to respond to unsolicited offers in certain circumstances, and ultimately, to accept a superior proposal until the closing of the tender offer, subject to payment of a termination fee of approximately $13.4 million.