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Going Private: Clark Holdings, Inc. (GLA) to Merge with Gores Group Affiliate

Clark Holdings, Inc. announced yesterday after the closing bell that under a definitive merger agreement it will merge with an affiliate of The Gores Group, LLC. Under the terms of the agreement, Gores will get all of Clark’s outstanding equity. Holders of Clark stock will get $0.46 in cash per share. Clark closed Wednesday at $0.17 with no trades taking place on Thursday. Shares gapped towards the deal price this morning and are up 152.94% to $0.43 midway through Friday’s trading day.

Clark is a non-asset-based provider of logistical services to the print media industry and other supply chain management services. Through its subsidiary Clark Group, Inc., the company provides non-asset based transportation and logistics services mainly to the print media industry in the United States and abroad. It operates through strategic partnerships with third-party transportation providers. Newsstand magazine distribution and mass market books are among the media it helps distribute, as well as time-sensitive media. The Trenton, NJ company started in 1957.

The merger has yet to be approved by shareholders but Clark’s board of directors has already approved it and recommended shareholder approval. A special shareholder meeting for that purpose will be set after Clark submits a proxy statement to the SEC. For 30 days after the merger date, Clark will be allowed to solicit alternative proposals from third parties.

Said Clark board chairman Donald McInnes, “As a result of a review of alternatives to enhance stockholder value, our Board of Directors concluded that the best available alternative was the transaction with Gores. The board of directors believes that the transaction is in the best interest of the company’s stockholders.”

Gores Group managing director Victor Otley added, “We believe that Clark is a great company that will benefit by going private. We look forward to working with Clark’s outstanding management team and employees to continue to provide world class services to its customers.”

The Gores Group, LLC is a private equity firm specialized in acquiring controlling interests in developed businesses by offering them their operating experience and flexible capital base. Gores Group, founded in 1987 by Alec E. Gores, has a substantial track record of value creation among its portfolio companies. It presently has committed equity capital in excess of $4 billion. With its main offices in Los Angeles, the company also has facilities in London and Boulder, CO.

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