On September 19, an affiliate of investment firm Paulson & Co. Inc. (“Paulson”) and Steinway Musical Instruments, Inc. (“Steinway” or the “Company”) (NYSE: LVB), announced the successful completion of Paulson’s acquisition of Steinway.
John Paulson, president of Paulson & Co. Inc., said, “Over the last 160 years, Steinway has built an unprecedented reputation for excellence. We will uphold that tradition with the continued uncompromising pursuit of perfection.”
Michael Sweeney, CEO of Steinway, stated, “As we look forward, we expect the entire Steinway family — dealers, artists and employees — to benefit from the continued execution of our business strategies under Paulson’s ownership. Our customers will continue to enjoy the best-in-class musical instruments and service they have come to expect from Steinway.”
About the Acquisition
The acquisition was effected through a tender offer followed by a merger. The tender offer, which was made at $40.00 per share pursuant to the definitive merger agreement entered into among affiliates of Paulson and Steinway on August 14, 2013, expired as scheduled at 12:00 midnight, New York City time, at the end of the day on September 18, 2013. As of the expiration of the tender offer, a total of 11,005,781 shares of the Company’s common stock, representing approximately 83.8% of the outstanding shares on a fully-diluted basis, were validly tendered into and not validly withdrawn from the tender offer. According to the terms of the tender offer, shares that were validly tendered and not validly withdrawn have been accepted for payment. In accordance with the merger agreement, the parties subsequently completed the acquisition by an affiliate of Paulson merging with and into Steinway with Steinway continuing as the surviving corporation and an affiliate of Paulson. In the merger, each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the merger, other than shares held by Paulson, the Company or their respective subsidiaries, and shares held by the Company’s stockholders who properly exercised their appraisal rights under Delaware law, was canceled and converted into the right to receive the $40.00 offer price per share, net to the seller in cash, without interest and less any applicable withholding taxes. The Company’s shares ceased trading on the NYSE at the close of market on September 18, 2013, and will no longer be listed.
Allen & Company LLC served as financial advisor to the Company in this transaction. Skadden, Arps, Slate, Meagher & Flom LLP and Gibson, Dunn & Crutcher LLP acted as legal advisors to the Company. Akin Gump Strauss Hauer & Feld LLP acted as Paulson’s legal advisor.
