(By Balaseshan) LJ International Inc. (NASDAQ: JADE), a vertically integrated jewelry company, said it has agreed with Flora Bloom Holdings and Flora Fragrance Holdings Ltd. for "going private" transaction.
Flora Bloom will acquire LJ International for $2.00 per ordinary share, represents a 24.2% premium over the closing price of JADE on August 10, 2012, the last trading day prior to the public announcement that it had received a "going private" proposal.
Flora Fragrance Holdings will be merged with and into the company with the company surviving the merger as a wholly-owned subsidiary of Flora Bloom. Each ordinary share of JADE issued and outstanding immediately prior to the effective time of the transaction will be cancelled in exchange for the right to receive $2.00 in cash without interest.
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If the merger is completed, each stock option awarded under the company's share incentive plans shall be cancelled and converted into the right to receive cash in an amount equal to the excess of $2.00 over the exercise price of such option.
The company's board , acting upon the unanimous recommendation of the Special Committee, approved the Merger Agreement and the Transaction and resolved to recommend that its shareholders vote to approve.
If completed, the transaction will result in the company becoming a privately-held company and its shares would no longer be listed on the NASDAQ Global Market.
JADE is trading down 1.04% at $1.91 on Friday. The stock has been trading between $1.24 and $2.44 for the past 52 weeks.