Family Dollar Puts off Vote on Dollar Tree Merger

Family Dollar Stores Inc. has postponed the special meeting of stockholders to vote on its proposed $8.5 million merger with fellow dollar store retailer Dollar Tree, based in Chesapeake, Va., citing insufficient votes to adopt the merger agreement. Family Dollar stockholders adopted the proposal to adjourn the meeting until Jan. 22, 2015.

Morgan Stanley & Co. LLC is acting as exclusive financial advisor to Matthews, N.C.-based Family Dollar, while Cleary Gottlieb Steen & Hamilton LLP is serving as legal counsel.

Meanwhile, Dollar General Corp. has delayed its own tender offer to acquire all outstanding shares of Family Dollar for $80 per share in cash, including associated preferred share purchase rights, to Jan. 30, 2015, unless further extended, from the original date of Dec. 31, 2014.

"Dollar General remains committed to the proposed acquisition of Family Dollar and will continue to cooperate with the Federal Trade Commission (FTC) to obtain antitrust regulatory clearance for the transaction," the Goodlettsville, Tenn.-based retailer said when revealing the extension.

Goldman, Sachs & Co. is acting as financial advisor to Dollar General. KKR, with Capital Markets and MCS Capital Markets advising the retailer on financing and Simpson Thacher & Bartlett LLP serving as legal counsel.

The protracted battle to acquire Family Dollar has been raging since July, amid concerns that a merger with Dollar General would reduce competition and drive prices up. The proposed Family Dollar-Dollar Tree merger would create the largest dollar store chain by number of stores in the United States.