An affiliate of Apollo Global Management, LLC (NYSE: APO)
(“Apollo”) and Great Wolf Resorts Inc. (NASDAQ: WOLF) (“Great Wolf”
or the “Company”), today announced the successful completion of
Apollo’s acquisition of Great Wolf, North America’s largest family
of indoor waterpark resorts.
Aaron Stone, a Senior Partner at Apollo Global Management,
commented, “We are very excited to have completed the acquisition
of Great Wolf. Since the beginning of this process, we have been
extremely impressed with Great Wolf, including its management team
and the exceptional family destination resorts that it
operates.”
Scott Ross, a Partner at Apollo Global Management, added, “We
believe that Great Wolf will prove to be a strong addition to the
Apollo portfolio of investments and we look forward to working with
Kim Schaefer and her talented management team to build upon the
Company’s distinctive brand and the incomparable experience Great
Wolf offers to its millions of customers."
Kim Schaefer, Chief Executive Officer of Great Wolf, said, “All
of us at Great Wolf are very excited about partnering with the team
at Apollo and what that partnership will mean for our next phase of
growth, as well as the benefits it offers to our employees and the
communities we serve. Apollo’s proven investment track record and
access to capital will facilitate the continued expansion of Great
Wolf as a premier family vacation destination.”
About the Acquisition
The acquisition was effected through an equity tender offer
followed by a merger. The tender offer, which was made at $7.85 per
share pursuant to the definitive merger agreement entered into
among affiliates of Apollo and Great Wolf on March 12, 2012, as
amended, expired as scheduled at 9:00 a.m., New York City time, on
Friday, May 4, 2012. Excluding shares tendered by notice of
guaranteed delivery, a total of approximately 24,054,129 shares of
common stock, representing approximately 72 percent of the
outstanding shares, were tendered into and not withdrawn from the
tender offer. If all guaranteed delivery shares are received,
approximately 76 percent of the outstanding shares will have been
tendered. According to the terms of the equity tender offer, shares
that were validly tendered and not withdrawn have been accepted for
payment. The parties subsequently completed the acquisition by
merging Great Wolf into an affiliate of Apollo after the closing of
the top-up option in accordance with the merger agreement. The
Company’s shares ceased trading on the NASDAQ Global Market at the
close of market on May 4, 2012, and will no longer be listed.
About Apollo Global Management
Apollo (NYSE: APO) is a leading global alternative investment
manager with offices in New York, Los Angeles, Houston, London,
Frankfurt, Luxembourg, Singapore, Mumbai and Hong Kong. Apollo had
assets under management of more than $75 billion as of December 31,
2011, in private equity, credit-oriented capital markets and real
estate funds invested across a core group of nine industries where
Apollo has considerable knowledge and resources. For more
information about Apollo, please visit http://www.agm.com.
About Great Wolf Resorts, Inc.
Great Wolf Resorts, Inc.® (NASDAQ: WOLF), Madison, Wis., is
North America’s largest family of indoor waterpark resorts, and,
through its subsidiaries and affiliates, owns and operates its
family resorts under the Great Wolf Lodge® brand. Great Wolf
Resorts is a fully integrated resort company with Great Wolf Lodge
locations in: Wisconsin Dells, Wis.; Sandusky, Ohio; Traverse City,
Mich.; Kansas City, Kan.; Williamsburg, Va.; the Pocono Mountains,
Pa.; Niagara Falls, Ontario; Mason, Ohio; Grapevine, Texas; Grand
Mound, Wash.; and Concord, N.C. Great Wolf’s consolidated
subsidiary, Creative Kingdoms, LLC, is a developer and operator of
technology-based, interactive quest adventure experiences such as
MagiQuest®. Additional information may be found on Great Wolf’s
website at http://www.greatwolf.com.
Additional Information and Where to Find It
The description contained herein is not an offer to buy or the
solicitation of an offer to sell securities. The tender offer
described herein was not be made in any jurisdiction in which, or
to or from any person to or from whom, it is unlawful to make such
offer or solicitation under applicable state or foreign securities
or “blue sky” laws. The tender offer was made pursuant to a tender
offer statement on Schedule TO filed by affiliates of Apollo Global
Management, LLC with the SEC on March 13, 2012 as subsequently
supplemented and amended. Great Wolf filed a
solicitation/recommendation statement on Schedule 14D-9 with
respect to the Apollo tender offer with the SEC on March 13, 2012,
which has been subsequently amended. The tender offer statement
(including an offer to purchase, a related letter of transmittal
and other tender offer documents) and the
solicitation/recommendation statement, in each case, and together
with any amendments or supplements thereto, contain important
information that should be read carefully. Copies of tender offer
statement may be obtained from MacKenzie Partners, Inc. at (212)
929-5500 (collect) or (800) 322-2885 (toll free). The
solicitation/recommendation statement and such other documents may
also be obtained for free from Great Wolf by directing such request
to Investor Relations, 525 Junction Road, Ste. 6000 South Tower,
Madison, WI 53717, telephone: (608) 662-4700. Copies of the tender
offer statement, the solicitation/recommendation statement and
other documents filed by the parties may also be obtained at the
SEC’s Web site at www.sec.gov or at Great Wolf’s Web site at
corp.greatwolfresorts.com.
Forward-Looking Statements
Statements herein regarding the Offer, the top-up option and the
subsequent short-form merger may constitute “forward-looking
statements” as defined in the federal securities laws.
Forward-looking statements may be identified by words such as
“believe,” “expects,” “anticipates,” “projects,” “intends,”
“should,” “estimates” or similar expressions. Such statements are
based upon current beliefs, expectations and assumptions and are
subject to significant risks and uncertainties. There are a number
of important factors that could cause actual results or events to
differ materially from those indicated by such forward-looking
statements. Apollo and Great Wolf believe these forward-looking
statements are reasonable; however, undue reliance should not be
placed on any forward-looking statements, which are based on
current expectations. All written and oral forward-looking
statements attributable to Apollo or Great Wolf or persons acting
on Apollo’s or Great Wolf’s behalf are qualified in their entirety
by these cautionary statements. Further, forward-looking statements
speak only as of the date they are made, and Apollo and Great Wolf
undertake no obligation to update or revise forward-looking
statements to reflect changed assumptions, the occurrence of
unanticipated events or changes to future operating results over
time unless required by law. Past financial or operating
performance is not necessarily a reliable indicator of future
performance and you should not use Great Wolf’s historical
performance to anticipate results or future period trends.
Additional factors that may affect future results are contained
in Great Wolf’s filings with the Securities and Exchange Commission
(the “SEC”), including its Annual Report on Form 10-K for the year
ended December 31, 2011, as amended, which are available at
the SEC’s Web site http://www.sec.gov. The information set forth
herein speaks only as of the date hereof, and any intention or
obligation to update any forward-looking statements as a result of
developments occurring after the date hereof is hereby disclaimed
unless required by law.
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