ARAMARK Corporation (NYSE:RMK), a world leader in providing
professional services, announced the completion of the merger in
which ARAMARK has been acquired by an investor group led by Joseph
Neubauer, Chairman and Chief Executive Officer of ARAMARK, and
investment funds managed by GS Capital Partners, CCMP Capital
Advisors and J.P. Morgan Partners, Thomas H. Lee Partners and
Warburg Pincus LLC. Approximately 250 ARAMARK senior managers will
also invest in the transaction. �We are pleased to complete this
transaction,� said Neubauer, who will remain Chairman and Chief
Executive Officer of ARAMARK. �I am particularly grateful for the
support we have received from our people who have worked hard to
deliver outstanding performance over many years, and our senior
managers who will further dedicate themselves by making a
significant investment in the company. �This merger opens a new and
exciting chapter in ARAMARK�s history. The new structure will
enable us to fully unleash the company�s potential. Today, we are
positioned to drive greater innovation, pursue strategic
opportunities, and build sophisticated, long-term solutions that
deliver the most value for our clients and customers around the
world. �As we invest in new strategies that will define the future
of our industry, we will continue to build on our heritage of
delivering value to our employees, our partners, our clients and
our customers. We remain dedicated to providing outstanding
experiences, environments and outcomes each and every day for our
clients around the world.� On August 8, 2006, ARAMARK announced
that it had signed a definitive merger agreement under which the
private investor group would acquire ARAMARK in a transaction
valued at approximately $8.3 billion, including the assumption or
repayment of approximately $2.0 billion of debt. On December 20,
2006, ARAMARK held a special meeting of its stockholders, at which
86 percent of the outstanding votes and 97 percent of the votes
actually cast voted in favor of the adoption of the merger
agreement. Under the terms of the agreement, ARAMARK shareholders
are entitled to receive $33.80 in cash for each share of ARAMARK
common stock held. ARAMARK common stock will cease trading on the
New York Stock Exchange at market close on Friday, January 26,
2007, and will no longer be listed. ARAMARK stockholders whose
shares are held in book entry at Mellon Investor Services,
ARAMARK�s transfer agent, will receive cash for their shares from
Mellon Investor Services, which also will serve as the paying
agent. ARAMARK stockholders who possess physical stock certificates
will receive instructions and a letter of transmittal by mail from
Mellon Investor Services concerning how and where to forward their
certificates for payment. For shares held in �street name� by a
broker, bank or other nominee, stockholders will not need to take
any action to have shares converted into cash, as this should be
done by the broker, bank or other nominee. Questions about the
deposit of merger proceeds should be directed to the appropriate
broker, bank or other nominee. About ARAMARK ARAMARK is a leader in
professional services, providing award-winning food services,
facilities management, and uniform and career apparel to health
care institutions, universities and school districts, stadiums and
arenas, and businesses around the world. In FORTUNE magazine's 2006
list of "America's Most Admired Companies," ARAMARK was ranked
number one in its industry, consistently ranking since 1998 as one
of the top three most admired companies in its industry as
evaluated by peers and industry analysts. The company was also
ranked first in its industry in the 2006 FORTUNE 500 survey.
Headquartered in Philadelphia, ARAMARK has approximately 240,000
employees serving clients in 18 countries. Learn more at the
company's Web site, www.aramark.com About GS Capital Partners
Founded in 1869, Goldman Sachs is one of the oldest and largest
investment banking firms. Goldman Sachs is also a global leader in
private corporate equity and mezzanine investing. Established in
1992, the GS Capital Partners Funds are part of the firm's
Principal Investment Area in the Merchant Banking Division. Goldman
Sachs' Principal Investment Area has formed 12 investment vehicles
aggregating $35 billion of capital to date. Significant investments
include: VoiceStream Wireless, Allied World Assurance, Burger King,
SunGard, YES Network, Western Wireless, Nalco Company, Kabel
Deutschland and Coffeyville Resources. With $8.5 billion in
committed capital, GS Capital Partners V is the current primary
investment vehicle for Goldman Sachs to make privately negotiated
equity investments. About CCMP Capital CCMP Capital Advisors, LLC
is a leading private equity firm formed in August 2006 by the
former buyout/growth equity investment team of JPMorgan Partners, a
private equity division of JPMorgan Chase. CCMP Capital�s
investment team has invested over $10 billion in over 375 buyout
and growth equity transactions since 1984. The foundation of CCMP
Capital�s investment approach is to leverage the combined strengths
of its deep industry expertise and proprietary global network of
relationships by focusing on five targeted industries: Consumer,
Retail and Services, Energy, Healthcare Infrastructure, Industrials
and Media and Telecom. CCMP Capital's proprietary global network
includes its affiliates in London and Asia. CCMP Capital is a
registered investment adviser with the Securities and Exchange
Commission. About J.P. Morgan Partners J.P. Morgan Partners, LLC
("JPMP") is a private equity division of JPMorgan Chase & Co.
(NYSE: JPM), one of the largest financial institutions in the
United States. JPMP has invested over $15 billion worldwide in
consumer, media, energy, industrial, financial services, healthcare
and technology companies since its inception in 1984. As of August
1, 2006, the investment professionals of JPMP formed entities
independent of JPMorgan Chase. The buyout and growth equity
professionals formed CCMP Capital Advisors, LLC, which focuses
exclusively on buyout and growth equity investments primarily in
five targeted industry sectors in the U.S. and Europe. The venture
team formed Panorama Capital, LLC, and continues to focus on
technology and life sciences investments. CCMP Capital and Panorama
continue to manage the JPMP investments pursuant to a management
agreement with JPMorgan Chase & Co. JPMP is a registered
investment adviser with the Securities and Exchange Commission.
About Thomas H. Lee Partners Thomas H. Lee Partners, L.P. is one of
the oldest and most successful private equity investment firms in
the United States. Since its founding in 1974, THL Partners has
invested approximately $12 billion of equity capital in more than
100 businesses with an aggregate purchase price of more than $90
billion, completed over 200 add-on acquisitions for portfolio
companies, and generated superior returns for its investors and
partners. THL Partners identifies and acquires substantial
ownership positions in large growth-oriented companies through
acquisitions, recapitalizations and direct investments. The firm
currently manages approximately $20 billion of committed capital.
Notable transactions sponsored by the firm include Dunkin Brands,
Michael Foods, Warner Music Group, General Nutrition Companies,
Houghton Mifflin Company, Fisher Scientific International, Experian
Information Solutions, TransWestern Holdings, Cott Corporation and
Snapple Beverage. About Warburg Pincus LLC Warburg Pincus has been
a leading private equity investor since 1971. The firm currently
has approximately $16 billion of assets under management with an
additional $4 billion available for investment in a range of
sectors including consumer and retail, industrial, business
services, healthcare, financial services, energy, real estate and
technology, media and telecommunications. Warburg Pincus is an
experienced partner to management teams seeking to build durable
companies with sustainable value. The firm has an active portfolio
of more than 100 companies. Significant current and past
investments include: Neiman Marcus, Knoll (NYSE: KNL), TransDigm
(NYSE: TDG), Mattel (NYSE: MAT), Mellon Financial (NYSE: MEL),
Neustar (NYSE: NSR), BEA Systems (NASDAQ: BEAS) and WNS Global
Services (NYSE: WNS). Since inception, Warburg Pincus has sponsored
12 private equity funds which have invested approximately $25
billion in more than 550 companies in 30 countries. Forward-Looking
Statements Forward-looking statements speak only as of the date
made. We undertake no obligation to update any forward-looking
statements, including prior forward-looking statements, to reflect
the events or circumstances arising after the date as of which they
were made. As a result of these risks and uncertainties, readers
are cautioned not to place undue reliance on any forward-looking
statements included herein or that may be made elsewhere from time
to time by, or on behalf of, us. This press release includes
�forward-looking statements� within the meaning of the Private
Securities Litigation Reform Act of 1995 that reflect our current
views as to future events and financial performance with respect to
our operations. These statements can be identified by the fact that
they do not relate strictly to historical or current facts. They
use words such as "aim," "anticipate," �are confident,� "estimate,"
"expect," "will be," "will continue," "will likely result,"
"project," "intend," "plan," "believe," �look to� and other words
and terms of similar meaning in conjunction with a discussion of
future operating or financial performance. These statements are
subject to risks and uncertainties that could cause actual results
to differ materially from those expressed or implied in the
forward-looking statements. Factors that might cause such a
difference include: unfavorable economic conditions; ramifications
of any future terrorist attacks or increased security alert levels;
increased operating costs, including labor-related and energy
costs; shortages of qualified personnel or increases in labor
costs; costs and possible effects of further unionization of our
workforce; currency risks and other risks associated with
international markets; risks associated with acquisitions,
including acquisition integration issues and costs; our ability to
integrate and derive the expected benefits from our recent
acquisitions; competition; decline in attendance at client
facilities; unpredictability of sales and expenses due to contract
terms and terminations; the impact of natural disasters on our
sales and operating results; the risk that clients may become
insolvent; the risk that our insurers may become insolvent or may
liquidate; the contract intensive nature of our business, which may
lead to client disputes; high leverage; claims relating to the
provision of food services; costs of compliance with governmental
regulations and government investigations; liability associated
with noncompliance with governmental regulations, including
regulations pertaining to food services, the environment, the
Federal school lunch program, Federal and state employment and wage
and hour laws and import and export controls and customs laws; dram
shop compliance and litigation; contract compliance and
administration issues, inability to retain current clients and
renew existing client contracts; determination by customers to
reduce their outsourcing and use of preferred vendors; seasonality;
merger related risks; the effect on our operations of increased
leverage and limitations on our flexibility as a result of
increased restrictions in our debt agreements; potential future
conflicts of interest between our Sponsors and other stakeholders;
the impact of our business if were are unable to generate
sufficient cash to service all of our indebtedness; the inability
of our subsidiaries to generate enough cash flow to repay our debt;
risks related to the structuring of our debt; our inability to make
payments on our notes if we default on our obligation to pay our
indebtedness; our inability to repurchase our notes upon a change
of control; the impact on our notes of release of guarantors under
our senior secured credit agreement; our inability to make payment
on our notes because of a court-ordered voiding of guarantees
pursuant to state fraudulent transfer laws; the inability to
transfer our notes because of our failure to register them under
applicable securities laws and limited ability to transfer our
notes due to the absence of an active trading market; and other
risks that are set forth in the �Risk Factors,� �Legal Proceedings�
and �Management Discussion and Analysis of Results of Operations
and Financial Condition� sections of and elsewhere in ARAMARK�s SEC
filings, copies of which may be obtained by contacting ARAMARK's
investor relations department via its website www.aramark.com.
Aramark (NYSE:RMK)
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