Lextron, Inc and Animal Health International, Inc. to Merge

Lextron, Inc and Animal Health International, Inc. to Merge

03/19/2011

Privately held Lextron, Inc. and Animal Health International, Inc, announced today that they have entered into a definitive merger agreement.

Under this agreement, Lextron, with support from investment houses associated with Leonard Green & Partners, L.P., will purchase all of AHII’s outstanding common shares at $4.25 per share, translating to around $111 million. The total purchase price, including repayment of the outstanding indebtedness of AHII, is around $251 million.

The new combined company will function under umbrella of Animal Health International’s name and is expected to become one of America’s leading companies in animal health.

The merger, which got the nod of the Board of Directors of AHII, represents around 11 percent premium to the closing price of the shares of AHII on March 11, 2011.

The merger is expected to be completed by June 30, 2011 and all the provisions agreed upon by the company officials will be subject to the approval of AHII’s stockholders. An antitrust clearance is also required for the merger to be completed, as well as other customary closing conditions.

Investment funds, such as those affiliated with Charlesbank Capital Partners and Jim Robison, the Chairman, President and CEO of AHII, who collectively own around 33 percent of the outstanding common shares of AHII said they will vote in favor of the merger.

“After a diligent and thorough assessment, the Board of Directors has concluded that the proposal put forth by Lextron and Leonard Green is in the best interest of our shareholders, who will receive an immediate and certain cash premium for their shares, said Jim Robison, the Chairman, President and CEO of AHII.

WRITTEN BY:

blakeh@wellsdrew.com