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In connection with the previously announced agreement to acquire P.F. Chang’s China Bistro, Inc. (NASDAQ: PFCB) (“P.F. Chang’s” or the “Company”), Centerbridge Partners, L.P. (“Centerbridge”) and P.F. Chang’s today announced that Wok Acquisition Corp. (“Purchaser”) has extended the expiration of its tender offer to acquire all of the outstanding shares of P.F. Chang’s common stock for $51.50 net per share in cash, without interest and less any required withholding taxes, to 5:00 p.m., New York City time, today, Friday, June 29, 2012, unless further extended. The tender offer was previously scheduled to expire at 12:00 midnight, New York City time, at the end of Thursday, June 28, 2012. All other terms and conditions of the tender offer remain unchanged, including, without limitation, the tender of at least 83% of the outstanding shares of P.F. Chang’s (not including shares tendered pursuant to notices of guaranteed delivery).
The depositary for the tender offer has advised that, as of the previous expiration time, approximately 16,318,019 shares of P.F. Chang’s common stock were validly tendered and not properly withdrawn in the tender offer, and approximately 2,506,698 shares had been tendered pursuant to notices of guaranteed delivery, which shares in the aggregate collectively represent approximately 88.4% of the outstanding shares of P.F. Chang’s. The tender offer is being extended solely in order to allow transactions in shares tendered pursuant to notices of guaranteed delivery to settle, and as a result, the satisfaction of the minimum tender condition. On June 22, 2012, Centerbridge announced the execution of a senior notes note purchase agreement and the execution of a credit agreement, both of which relate to the financing of the proposed acquisition of P.F. Chang’s. Centerbridge and P.F. Chang’s intend to use the proceeds of the financing and an equity contribution to promptly close the tender offer and the subsequent merger of Purchaser into P.F. Chang’s upon satisfaction of the minimum tender condition.