Jefferies Financial Group amends merger agreement with Homefed Corporation

Maria Nikolova

Jefferies will issue two shares of Jefferies common stock for each share of HomeFed common stock to be acquired by Jefferies and there will not be a collar or a cash election option.

Jefferies Financial Group Inc (NYSE:JEF), formerly known as Leucadia National Corporation, announces today that that its Board of Directors of Jefferies and the Special Committee of the Board of Directors of HomeFed have approved an amendment to the previously announced merger agreement under which Jefferies will acquire the shares of HomeFed common stock that it does not already own.

Jefferies currently owns approximately 70% of the outstanding shares of common stock of HomeFed Corporation, a developer and owner of residential and mixed-use real estate properties primarily in California and New York.

Under the terms of the amended merger agreement, Jefferies will issue two shares of Jefferies common stock for each share of HomeFed common stock to be acquired by Jefferies and there will not be a collar or a cash election option.

The previously announced merger agreement was amended following feedback received by Jefferies and the Special Committee from HomeFed stockholders unaffiliated with Jefferies following the April 15 announcement of the original merger agreement.

On April 15, 2019 Jefferies Financial Group announced that its Board of Directors of Jefferies and the Special Committee of the Board of Directors of HomeFed had approved a definitive merger agreement under which Jefferies will acquire the shares of HomeFed common stock that it does not already own. Under the terms of the transaction unveiled on April 15, 2019:

HomeFed stockholders will be given the right to elect to receive either cash or shares of Jefferies common stock in exchange for their HomeFed shares.

If a HomeFed stockholder elects to receive cash, that stockholder will receive $38.00 in cash for each share of HomeFed common stock.

If a HomeFed stockholder elects to receive shares of Jefferies’ common stock and the Jefferies’ average share price (as defined below) is equal to or less than $21.00 per share, that stockholder will receive two shares of Jefferies common stock for each share of HomeFed common stock.

If a HomeFed Stockholder elects to receive shares of Jefferies’ common stock and the Jefferies’ average share price is more than $21.00 per share, that stockholder will receive less than two shares of Jefferies common stock for each share of HomeFed common stock, with the exchange ratio being calculated by dividing $42.00 by the Jefferies’ average share price. For example, if the Jefferies’ average share price is $22.00, the exchange ratio would be 1.9091 and any HomeFed stockholder electing to receive shares of Jefferies’ common stock would receive 1.9091 shares of Jefferies common stock.

If a HomeFed stockholder makes no election, that stockholder will be deemed to have made a cash election if the Jefferies’ average share price is equal to or less than $19.00 per share or a share election if the Jefferies’ average share price is more than $19.00 per share.

Read this next

Digital Assets

EOS Network Foundation rebrands EOSIO protocol as Antelope

The EOS Network Foundation (ENF), the new entity entrusted by the EOS community to develop its core blockchain software, said Antelope protocol will fork from EOSIO 2.0 and make “a leap for freedom.”

Digital Assets

Crypto.com receives FCA greenlight to operate in the UK

Crypto.com, one of the longest-established crypto platforms, has received a regulatory go-ahead to launch its services in the UK.

Retail FX

Plus500 reports $511.4 million revenue for the first semester 2022

Plus500 today has published its interim financial results for the first six months of its fiscal year 2022.

Digital Assets

AAX ranked among top crypto exchanges by CoinGecko and CryptoCompare

CoinGecko, one of the earliest crypto data aggregators, has ranked Atom Asset Exchange (AAX) as one of the most trusted cryptocurrency trading platforms. This milestone comes hot on the heels of AAX being recognized as the world’s second largest crypto exchange by spot trading volumes.

Retail FX

Financial Commission adds FX broker Bold Prime to membership roster

The Financial Commission today announced that it has added Bold Prime to its member roster, which is made up of online brokerages operating in FX, derivatives and cryptocurrency markets.

Digital Assets

Despite crypto winter, Cake DeFi paid out $58 million in Q2 rewards

According to its latest ‘Transparency Report,’ Cake DeFi continued its growth trajectory in the three months through June 2022, even as the entire crypto industry experienced macro challenges this quarter.

Retail FX

SimpleFX Review: Cryptos, Spreads, Pros & Cons

SimpleFX combines years of Forex and cryptocurrency experience with a focus on offering resources to retail traders. 

Retail FX

Ironbeam becomes CME clearing member and launches MT5

“The direct clearing aspect along with our low-latency proprietary trading tools and technology solutions make Ironbeam the ideal trading destination.”

Institutional FX

Top 0.07%: oneZero makes it to Inc. 5000 of fastest growing companies in America

oneZero started out by serving the foreign exchange trading community, developing and executing technology that could scale with the growth of the FX market.

<