Tilman J. Fertitta is calling off his proxy battle with McCormick & Schmick’s Seafood Restaurants Inc. after the company on Monday said it was seeking a sale or other strategic alternatives.
Fertitta on Wednesday night said he withdrew his quest to block a quorum at the McCormick & Schmick’s May 26 annual meeting, which he hoped would push the company to consider his buyout offer. Without enough votes for a quorum, the McCormick & Schmick’s board would not be able to conduct business.
The news came after McCormick & Schmick’s said Monday its board of directors would pursue a possible sale of the company or other strategic alternatives.
“The McCormick & Schmick’s board has finally relented to the pressure from shareholders and decided to engage in a sale process,” Fertitta said in a statement late Wednesday. “We are pleased to hear and hope that the board is committed to conducting a process in which all acquisition proposals are fairly evaluated.”
The Portland, Ore.-based owner of 94 seafood restaurants had rejected Fertitta’s April 4 offer of $137.3 million, or $9.25 per share. It said the bid “undervalues the company, is highly conditional [and] opportunistically timed.”
Fertitta, chairman and chief executive of Houston-based Landry’s Restaurants Inc., owns 10.1 percent of McCormick & Schmick’s. Earlier, on April 7, through a holding company of Landry’s, Fertitta offered the opportunity for McCormick & Schmick’s shareholders to tender their holdings through May 6. He said Wednesday he would continue with that offer.
“We will be participating in the sale process and have requested that the [McCormick & Scmick’s] board have its financial advisor, Piper Jaffray & Co., contact us immediately so that we may begin diligence and negotiations without delay,” Fertitta continued. “We hope and expect we will be treated fairly along with any other strategic and financial bidders. In the meantime, we intend to keep our all-cash $9.25 tender offer open as a means to provide stockholders with the quickest and most direct way to realize full and fair value for their shares.”
McCormick & Schmick’s operates 94 restaurants, including 87 in the United States and seven in Canada under The Boathouse brand.
Landry’s has a wide variety of hospitality holdings, ranging from Rainforest Café and Chart House restaurants to Oceanaire Seafood Room and the Golden Nugget hotels and casinos in Nevada.
Contact Ron Ruggless at [email protected].
