ALCO Stores, Inc. Announces Clarification Regarding Everbright Development
Overseas, Ltd.'s Acquisition Proposal
COPPELL, Texas, Sept. 11, 2013 (GLOBE NEWSWIRE) -- ALCO Stores, Inc.
(Nasdaq:ALCS) (the "Company") today announced that the Company has reviewed
Amendment No. 4 to Schedule 13D filed jointly on behalf of Everbright
Development Overseas, Ltd. ("Everbright"), Luis Chang and Mai Wong (together
with Everbright, the "Reporting Persons") on September 10, 2013 ("Amendment
No. 4"). The Company notes that the Reporting Persons did not disclose that,
prior to midnight Eastern time on Saturday, September 7, 2013, representatives
of the Company informed Everbright that the Board of Directors of the Company
met and considered the acquisition proposal that Everbright had tendered on
September 6, 2013, as supplemented on September 7, 2013 (the "Definitive
Proposal"), and, after considering relevant legal, financial and regulatory
aspects of the Definitive Proposal and the timing and likelihood of
consummation of the Definitive Proposal, the Board of Directors did not
conclude that the Definitive Proposal constituted a "Superior Proposal" under
the terms of the Agreement and Plan of Merger (the "Merger Agreement"), by and
among Mallard Parent, LLC, M Acquisition Corporation and the Company. At the
same time, representatives of the Company informed Everbright that the
Definitive Proposal could not be consummated on the terms contained therein
because it had not been found to be a "Superior Proposal."
The Company advises investors that it is under no duty, and expressly
disclaims any such duty, to review or correct the public filings or
disclosures of any person, entity or group, including the Reporting Persons.
The Company further disclaims any duty to update the information set forth in
this press release. The Company intends to file proxy materials with the
Securities and Exchange Commission (the "SEC") that will set forth in detail
the background of the Company's discussions with Everbright and its advisors,
and the reasons that the Board of Directors of the Company did not conclude
that the Definitive Proposal was a "Superior Proposal" under the terms of the
Merger Agreement. Investors are urged to review such proxy materials when
About ALCO Stores, Inc.
Founded in 1901, ALCO Stores, Inc. is a broad-line retailer, primarily serving
small underserved communities across 23 states, which specializes in providing
a superior selection of essential products for everyday life in small-town
America. The Company has 214 ALCO stores that offer both name brand and
private label products of exceptional quality at reasonable prices. ALCO is
proud to have continually provided friendly, personal service to its customers
for the past 112 years. ALCO has its distribution center in Abilene, Kansas,
and is in the process of moving its headquarters from Abilene to suburban
Dallas, Texas. To learn more about the Company visit www.ALCOstores.com.
This press release contains forward-looking statements, as referenced in the
Private Securities Litigation Reform Act of 1995 ("the Act"). Forward-looking
statements can be identified by the inclusion of "will," "believe," "intend,"
"expect," "plan," "project" and similar future-looking terms. You should not
rely unduly on these forward-looking statements. These forward-looking
statements reflect management's current views and projections regarding
economic conditions, retail industry environments, and Company performance.
Forward-looking statements inherently involve risks and uncertainties, and,
accordingly, actual results may vary materially. Factors that could
significantly change results include but are not limited to: sales
performance, expense levels, competitive activity, interest rates, changes in
the Company's financial condition, and factors affecting the retail category
in general. Additional information regarding these and other factors may be
included in the Company's Form 10-K and Form 10-Q filings and other public
documents, copies of which are available from the Company on request and are
available from the United States Securities and Exchange Commission.
Additional Information and Where to Find It
In connection with the merger, the Company intends to file relevant materials
with the SEC, including an amended preliminary proxy statement on Schedule
14A. Promptly after filing its definitive proxy statement with the SEC, the
Company will mail the definitive proxy statement and a proxy card to each
stockholder entitled to vote at the special meeting relating to the merger.
INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THESE
MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS IN CONNECTION WITH THE MERGER THAT THE COMPANY WILL FILE
WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE COMPANY AND THE MERGER. The definitive proxy statement,
the preliminary proxy statement and other relevant materials in connection
with the merger (when they become available), and any other documents filed by
the Company with the SEC, may be obtained free of charge at the SEC's website
at www.sec.gov. In addition, investors and security holders may obtain free
copies of the documents filed with the SEC at the Company's website,
www.alcostoresinc.com, or by requesting them in writing or by telephone from
us at ALCO Stores, Inc., Attn: Corporate Secretary, 751 Freeport Parkway,
Coppell, Texas 75019, (469) 322-2900.
The Company and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the Company's stockholders
with respect to the merger. Information about the Company's directors and
executive officers and their ownership of the Company's common stock is set
forth in the proxy statement for the Company's 2013 Annual Meeting of
Shareholders, which was filed with the SEC on May 10, 2013. Information
regarding the identity of the potential participants, and their direct or
indirect interests in the merger, by security holdings or otherwise, will be
set forth in the proxy statement and other materials to be filed with SEC in
connection with the merger.
CONTACT: Wayne S. Peterson
Senior Vice President - Chief Financial Officer
469-322-2900 ext. 1071
Hagen and Partners
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