After over a year of negotiations and analysis, shareholders have decided that Johnson Outdoors will remain a publicly traded company. JOUT last week held a vote at a special meeting of shareholders, looking for a two-thirds vote of the minority shareholders in favor of a proposition by the Johnson family as majority shareholders to take the company private. The proposal, was valued at roughly $87.7 million, or $20.10 per share.
Leading up to the vote, Dolphin Partners Limited, an independent hedge fund that owns 200,000 JOUT shares, recommended against the transaction. Dolphin issued a public letter stating that a price of $23.85 per share, or $100.4 million would be a more accurate valuation for the company.
Following the vote, the company stated that, while its proposed merger with JO Acquisition Corp. received enormous support from Johnson Outdoors' longstanding shareholders, it did not receive the support of some institutions that more recently became shareholders.
Johnson Outdoors incurred roughly $2.4 million in expenses associated with the transaction. If JOUT had gone private, the company expected to save about $700,000 in expenses annually.
In the initial announcement that the deal did not pass, Helen Johnson-Leipold, CEO of Johnson Outdoor and the head of the buy-out group, said that the Johnson family will not proceed with the transaction at a price in excess of $20.10 per share, saying the deal on the table was the “best and final offer.”
The offer price represented a 21.2% premium to the average closing price of JOUT Class A common stock for the 30 days prior to the February 20 announcement of the Johnson family's initial proposal to take the company private, and a 53.7% premium to the average closing price for the 52 weeks prior announcement.
JOUT shares closed at $18.10 on Friday, or down nearly 11% for the week.
>>> Someone will need to take a look at the brain surgeons at Dolphin that passed on this deal. The company has had little positive to report in the last six months and the buyout deal was keeping the stock artificially high anyway
