ClubCorp Stockholders Approve Acquisition By An Affiliate of Certain Funds Managed By Affiliates of Apollo Global Management, LLC
GlobeNewswire 15-Sep-2017 4:05 PM
DALLAS, Sept. 15, 2017 (GLOBE NEWSWIRE) -- ClubCorp The World Leader in Private Clubs (NYSE:MYCC), today announced that its stockholders approved the acquisition of ClubCorp by an affiliate of certain investment funds managed by affiliates of Apollo Global Management, LLC (NYSE:APO) at its special meeting of stockholders held today. Subject to the satisfaction of the remaining customary closing conditions, ClubCorp expects the transaction to close on or about September 18, 2017. Upon the closing of the transaction, ClubCorp stockholders will be entitled to receive $17.12 per share in cash.
Since its founding in 1957,Dallas-basedClubCorphas operated with the central purpose ofBuilding Relationshipsand Enriching Lives.ClubCorpis a leading owner-operator of private golf and country clubs and private business clubs inNorth America.ClubCorpowns or operates a portfolio of over 200 golf and country clubs, business clubs, sports clubs, and alumni clubs in 28 states, theDistrict of Columbiaand two foreign countries that serve over 430,000 members, with approximately 20,000 peak-season employees.ClubCorp Holdings, Inc.is a publicly traded company on theNew York Stock Exchange(NYSE:MYCC).ClubCorp properties include:Firestone Country Club(Akron, Ohio);Mission Hills Country Club(Rancho Mirage, California);The Woodlands Country Club(The Woodlands, Texas); Capital Club Beijing; and Metropolitan Club Chicago. You can findClubCorponFacebookat facebook.com/clubcorp and on Twitter at @ClubCorp.
Forward Looking Statements
This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including statements with respect to the proposed transaction and the merger (the Merger) of Merger Sub (as defined below) with and into ClubCorp Holdings, Inc., a Nevada corporation (which we may refer to as we, us, our or the Company) on the terms and subject to the conditions set forth in the Agreement and Plan of Merger (the Merger Agreement) by and among Constellation Club Parent, Inc., a Delaware corporation (Parent), Constellation Club Merger Sub, Inc., a Nevada corporation and a wholly-owned subsidiary of Parent (Merger Sub), and the Company, the benefits of the proposed transaction and the anticipated timing of the proposed transaction. Forward-looking statements can be generally identified by the use of words such as may, should, expects, plans, anticipates, believes, estimates, predicts, intends, continue or similar terminology. These statements reflect only the Companys current expectations and are not guarantees of future performance or results. Forward-looking information involves risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied in, or reasonably inferred from, such statements. Specific factors that could cause actual results to differ from results contemplated by forward-looking statements include, among others, the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement or the failure to satisfy the conditions to completion of the Merger, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; risks regarding the failure of Parent to obtain the necessary financing to complete the Merger; risks related to disruption of managements attention from the Companys ongoing business operations due to the transaction; the effect of the announcement of the Merger on the Companys relationships with its members, operating results and business generally; the risk that certain approvals or consents will not be received in a timely manner or that the Merger will not be consummated in a timely manner; the risk of exceeding the expected costs of the Merger; adverse changes in U.S. and non-U.S. governmental laws and regulations; adverse developments in the Companys relationships with its employees; capital market conditions, including availability of funding sources for us; changes in our credit ratings; risks related to our increased indebtedness, including our ability to meet certain financial covenants in our debt instruments; the risk of litigation, including stockholder litigation in connection with the proposed transaction, and the impact of any adverse legal judgments, fines, penalties, injunctions or settlements; and volatility in the market price of our stock.
Therefore, caution should be taken not to place undue reliance on any such forward-looking statements. We assume no obligation (and specifically disclaim any such obligation) to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. For additional discussion of potential risks and uncertainties that could impact our results of operations or financial position, refer to Part I, Item 1A. Risk Factors in our Form 10-K for the fiscal year ended December 27, 2016, as amended (our 2016 Form 10-K). There have been no material changes to the risk factors disclosed in Part I, Item 1A. Risk Factors in our 2016 Form 10-K.
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Media Relations: Joele Frank Andrew Siegel / Jonathan KeehnerMYCC-JF@joelefrank.com212-355-4449