Diamond Resorts International has announced that it has entered into an Agreement and Plan of Merger with affiliates of certain funds managed by affiliates of Apollo Global Management, LLC (together with its consolidated subsidiaries, “Apollo”) (NYSE: APO), pursuant to which the Apollo Funds will acquire Diamond Resorts for $30.25 per share or approximately $2.2 billion.
The cash offer represents a premium of approximately 26% over Diamond Resorts’ closing share price on June 28, 2016, and a premium of approximately 58% over the closing share price on February 24, 2016, the day of Diamond Resorts’ announcement that it was exploring strategic alternatives.
David Palmer, Chief Executive Officer of Diamond Resorts, said, “This transaction is an excellent outcome for our shareholders. We are confident that Diamond Resorts will continue to be a vibrant company for our employees, partners and customers, and I am excited about the future of Diamond Resorts.”
The Company’s Board of Directors approved and adopted the Merger Agreement and recommends that the Company’s shareholders tender their shares in the offer pursuant to the Merger Agreement.
The transaction is conditioned upon satisfaction of the minimum tender condition which requires that shares representing more than 50 percent of the Company’s common shares be tendered and the receipt of certain regulatory approvals and other customary closing conditions.
There is no financing condition to completion of the tender offer and the merger. Financing is being provided by Barclays, Royal Bank of Canada, and Jefferies. PSP Investments Credit USA LLC is also providing debt financing commitments.
The transaction is currently expected to close over the next few months. If completed, the transaction will result in the Company becoming a privately held company, and Diamond Resorts’ common shares will no longer be listed on any public market.