Following reports earlier this year that South Korean conglomerate E.Land World would buy K-Swiss Inc, an Agreement and Plan of Merger have now been approved at a special meeting of K-Swiss stockholders.
The deal sees K-Swiss, E.Land World and Ian Acquisition Sub Inc – a Delaware US corporation and an indirect wholly-owned subsidiary of E.Land – merged with and into K-Swiss. After this has been completed, run and apparel specialist K-Swiss will become an indirect wholly-owned subsidiary of E.Land.
K-Swiss currently anticipates closing the merger on or about 30 April 2013, ‘subject to the satisfaction or waiver of the other previously disclosed closing conditions.’
It is reported that 94.6% of the voting power of K-Swiss voted in favour of the adoption of the merger agreement. A confirmed vote of 80% (from Class A common stock and Class B common stock voters), was required to adopt and approve the deal.
K-Swiss’ stockholders also approved at the special meeting, ‘on an advisory, non-binding basis’, the compensation that may become payable to the company’s named executive officers as a result of the merger.
Goldman Sachs is acting as financial advisor to K-Swiss; and Gibson, Dunn & Crutcher LLP is acting as legal advisor. Morgan Stanley is acting as financial advisor to E.Land; with Linklaters LLP is acting as legal advisor.
