Rite Aid today confirmed that it previously rejected a nonbinding, off-market proposal from Spear Point Capital Management to acquire all of the outstanding shares of the company’s common stock.
The company and its board of directors reviewed the proposal with the assistance of its financial and legal advisors, and the board concluded that the proposal was not credible and did not warrant further exploration.
Rite Aid said that in making its determination, the board considered, among other defects, that the Spear Point proposal provided no evidence of financing, required multiple months of exclusivity and then called for Rite Aid to spend months soliciting competing offers.
In addition, Spear Point’s proposal was conditioned on none of the company’s debt becoming due and payable upon a change in control, which contradicts the terms of nearly all of Rite Aid’s debt instruments. Furthermore, Spear Point has no track record of acquiring public companies the size and complexity of Rite Aid, the company said.
[Read more: Rite Aid reports Q4, full-year results]
Rite Aid noted that "it remains focused on executing its growth strategy through continued leadership as a full-service pharmacy company, and will, as always, be responsive to credible proposals that will enhance stockholder value."