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Family Dollar postpones shareholder vote on $8.5B Dollar Tree merger

By
 –  Senior Staff Writer, Charlotte Business Journal

Family Dollar Stores Inc. (NYSE:FDO) has delayed a scheduled shareholder vote on its proposed $8.5 billion merger with Dollar Tree Inc. until Dec. 23.

The Matthews-based discount retailer initially planned to hold a special meeting for that vote on Dec. 11. Shareholders of record as of the close of business on Oct. 30 are entitled to vote on the merger.

Dollar Tree (NASDAQ:DLTR) is in discussions with the Federal Trade Commission about the number of store divestitures the agency would require in the merger.

The FTC's review is focused on potential antitrust issues in a Family Dollar-Dollar Tree deal. That includes studying whether customers' prices would increase if Dollar Tree and Family Dollar no longer had to compete with each other.

An update regarding the status of the FTC review is expected by the end of the first week of December.

Family Dollar and Dollar Tree have agreed not to close that deal until Dec. 30.

At the same time, Dollar General Corp. (NYSE:DG) continues its hostile takeover bid for Family Dollar.

It has taken its all-cash offer of $80 per share directly to Family Dollar's shareholders in a tender offer that's set to expire Dec. 31.

Dollar Tree's cash-and-stock offer is valued at $74.50 per share.

To date, Family Dollar's board has rejected Dollar General's advances on the basis of antitrust concerns, saying the deal could not close on the terms proposed.

In addition to offering $80 per share in cash, Dollar General has agreed to divest up to 1,500 stores and pay a reverse break-up fee of $500 million.

Dollar General has presented its position directly to the FTC, hoping to win over Family Dollar's shareholders and gain regulatory approval to acquire the company.

On Wednesday, the New York Post reported that Dollar General may have to divest up to 4,000 stores in order to win FTC approval.