ClubCorp Stockholders Approve Acquisition By An Affiliate of Certain Funds Managed By Affiliates of Apollo Global Management,...
September 15 2017 - 3:05PM
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.
About ClubCorp (NYSE:MYCC)
Since its founding in
1957, Dallas-based ClubCorp has operated with the
central purpose of Building Relationships and Enriching
Lives®. ClubCorp is a leading owner-operator of private
golf and country clubs and private business clubs in North
America. ClubCorp owns or operates a portfolio of over
200 golf and country clubs, business clubs, sports clubs, and
alumni clubs in 28 states, the District of Columbia and
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 the New 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 find ClubCorp on Facebook at
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 Company’s 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 management’s attention from the Company’s ongoing
business operations due to the transaction; the effect of the
announcement of the Merger on the Company’s 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 Company’s 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.
ClubCorp Contacts:
Investor
Relations:clubcorp.investor.relations@clubcorp.com
Media Relations:Joele FrankAndrew Siegel /
Jonathan KeehnerMYCC-JF@joelefrank.com 212-355-4449
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