Family Dollar shareholders have officially eschewed a higher bid in exchange for the lower, but safer, $8.5 billion offer from Dollar Tree.
The Dollar Tree offer was overwhelmingly approved at a special meeting of shareholders Thursday, despite a higher $9.1 billion counteroffer from Dollar General.
Approximately 84 million shares were voted in favor of the merge, representing 74% of the total outstanding shares and 89% of the total shares voted.
"We look forward to completing the transaction with Dollar Tree and remain excited about the opportunity for that this combination with create," Family Dollar chairman and CEO Howard Levine said.
Earlier this month, Levine urged shareholders to accept the lower offer from rival Dollar Tree — or face the possibility of going it alone.
Levine's warning was based on information from the Federal Trade Commission, which would have to approve any merger. FTC staff had informed him that a merger with Dollar General would require the companies to divest 3,500 to 4,500 stores — well above the 1,500 stores that Dollar General has committed to divesting as part of the proposed merger.
"If the Dollar Tree merger is not approved by Family Dollar stockholders, there is a significant risk that Family Dollar will be left without a merger partner," he said. "Given the current challenging market conditions, there are significant risks and uncertainties to Family Dollar as a stand-alone company."
Both Levine and Nelson Peltz's Trian Partners, the two largest Family Dollar stockholders, voted in favor of the merger with Dollar Tree over Dollar General.
