Cavalier Homes, Inc. (NYSE Amex: CAV) today announced that its Board of
Directors has entered into a definitive merger agreement for the Company
to be acquired by Addison, Alabama-based Southern Energy Homes, Inc.
Terms of the agreement call for the payment of $2.75 cash for each
outstanding share of common stock. Southern Energy Homes, Inc., a wholly
owned subsidiary of Clayton Homes, is the industry leader in producing
top-quality, customizable homes.
"The agreed share price represents a 23% premium over Friday's closing
stock price in an all-cash offer to acquire Cavalier Homes," stated
Bobby Tesney, Cavalier Homes' Chief Executive Officer. "Given the
current economic conditions and the tough operating environment of the
manufactured housing industry, the proposed merger with Southern Energy
Homes represents a tremendous opportunity to maximize shareholder value.
"Our Board of Directors unanimously approved the proposed merger with
Southern Energy Homes and believes this transaction is in our
shareholders' best interests," Tesney added.
Keith Holdbrooks, Chief Executive Officer of Southern Energy Homes,
remarked, "We are excited about adding Cavalier's top-notch retailers
and expanding their product offerings. Cavalier has a dedicated team
known for building high-value homes with consistent quality."
The Company expects to complete the transaction in the third quarter of
2009, subject to final documentation and other customary conditions, as
well as the approval of Cavalier Homes' stockholders. Upon completion of
the transaction, Cavalier Homes, Inc. will become a wholly owned
subsidiary of Southern Energy Homes.
Avondale Partners, LLC acted as exclusive financial advisor to Cavalier
Homes, Inc. and rendered a fairness opinion to the Board of Directors of
the Company.
Cavalier Homes, Inc. and its subsidiaries produce and sell manufactured
housing. The Company markets its homes primarily through independent
dealers, including exclusive dealers that carry only Cavalier products.
ADDITIONAL INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT. The
definitive merger agreement will be submitted to Cavalier's stockholders
for their consideration. Cavalier intends to file with the Securities
and Exchange Commission (the "SEC") a proxy statement and other relevant
documents concerning the merger with the SEC. The proxy statement will
be mailed to Cavalier's stockholders.