MICHELLE CHAPMANNEW YORK (AP) ¿ The chairman and CEO of Landry's Restaurants Inc. finally got what he was after Tuesday, as the restaurant owner's board approved his $1.2 billion all-cash offer to buy the company. Tilman J. Fertitta, also Landry's president, controls more than half of its shares, but coming up with the right formula to get the rest took a while. Fertitta will pay $14.75 per share in cash for it ¿ a 37 percent premium over Monday's closing price of $10.76. He owned about 55.1 percent of Landry's outstanding shares as of Monday. The news sent shares of Landry's, which owns the Rainforest Cafe chain and other restaurants, surging $2.93, or 27.2 percent, to close at $13.69. The stock hit a fresh 52-week high of $13.99 earlier Tuesday. In an August bid, Fertitta would have given other Landry stockholders shares of Landry's Saltgrass Inc. The company rejected that proposal as inadequate. Fertitta had shelved a similar privatization bid he made in 2008, offering $13.50 per share. Landry's, the nation's second-largest operator of seafood restaurants behind Red Lobster owner Darden Restaurants Inc., also owns Charley's Crab, Landry's Seafood House and The Chart House. Its non-seafood restaurants include Vic & Anthony's and the Pizza Oven.
The company, which is based in Houston, has a gambling subsidiary that owns Golden Nugget casinos in Las Vegas and Laughlin, Nev., and it owns hotels around the U.S. Still open to proposals after rejecting the August bid, Landry's formed a special committee of directors to review its strategic options, including a potential sale. The special committee unanimously recommended Fertitta's all-cash bid. "While the saga of Mr. Fertitta trying to purchase the company has gone on for almost two years, we believe this time it may succeed," CL King analyst Michael Gallo told investors in a research note Tuesday. That's because the new proposal announced on Tuesday was all cash. It also lets Landry's solicit other offers until Dec. 17 or its refinancing is complete, whichever is later. If Landry's accepts another offer, it must pay Fertitta a $2.4 million breakup fee. Landry's shareholders still must approve the offer, which is contingent on the company refinancing part of its debt. The deal is targeted to close in the first half of 2010. Fertitta has a long history with Landry's, serving as a partner in the first Landry's Seafood House Restaurant that opened in Katy, Texas in 1980. Landry's expanded its operations and Fertitta took the company public on Aug. 19, 1993, according to Landry's Web site.