8-KAcquisitions & DispositionsSecurities & ListingShareholder Matters+3

DOLLAR GENERAL CORP 8-K Report, Acquisition Completed (Jul 6, 2007)

Filed July 6, 2007For Securities:DG

Summary

This Form 8-K filing by Dollar General Corporation (DG) on July 6, 2007, announces the completion of a significant corporate event: the merger of the company with Buck Acquisition Corp. ("Merger Sub"). This transaction has resulted in Dollar General becoming a privately held entity, acquired by investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P., GS Capital Partners (an affiliate of Goldman Sachs), Citi Private Equity, and other co-investors. The merger effectively delisted Dollar General's common stock from the New York Stock Exchange. The filing details that each outstanding share of common stock was canceled and converted into the right to receive $22.00 in cash per share, less applicable withholding taxes. This marks a substantial change in ownership and the company's status as a publicly traded entity.

Key Highlights

  • 1Dollar General Corporation has completed a merger with Buck Acquisition Corp. on July 6, 2007.
  • 2The company has been acquired by investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P., GS Capital Partners, and Citi Private Equity.
  • 3As a result of the merger, Dollar General Corporation has become a privately held company.
  • 4Trading of Dollar General's common stock on the New York Stock Exchange (NYSE) was suspended prior to the opening of trading on Monday, July 9, 2007.
  • 5The NYSE was notified to file an application on Form 25 to delist the company's common stock.
  • 6Each outstanding share of Dollar General common stock was canceled and converted into the right to receive $22.00 in cash per share.
  • 7The company also announced the completion of a cash tender offer for its 8-5/8% Senior Notes due 2010.

Frequently Asked Questions

The primary event is the completion of the merger between Dollar General Corporation and Buck Acquisition Corp. This merger resulted in Dollar General becoming a privately held company, acquired by a consortium of private equity firms.

As a result of the merger, Dollar General's common stock was delisted from the New York Stock Exchange. Trading was suspended prior to the opening of trading on July 9, 2007, and the NYSE was notified to file for delisting.

Shareholders will receive $22.00 in cash for each outstanding share of Dollar General common stock, less any applicable withholding taxes. Interest is not paid on this amount.

Dollar General is now controlled by investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P., GS Capital Partners (an affiliate of Goldman Sachs), Citi Private Equity, and other equity co-investors.