In Triple Play, Kirkland & Ellis Represents Golden Gate, Willis Stein, Radio One In Separate Deals

Herbalife International/Whitney & Co./Golden Gate Capital

Herbalife International Inc. announced Wednesday it has entered into a definitive merger agreement providing for the acquisition of Herbalife by private equity firms Whitney & Co., LLC and Golden Gate Capital. The transaction is valued at approximately $685 million.

Golden Gate Capital was represented by Kirkland & Ellis' Jeffrey C. Hammes, Gary M. Holihan, and David A. Breach, all of the transactional group, Jeffrey T. Sheffield of the tax group, and Linda K. Myers of the banking and secured lending  practice group. All are partners based in Chicago.

The merger agreement calls for each holder of Class A and Class B Common Stock to receive $19.50 per share in cash, representing a premium of approximately 26.7 percent to holders of Class A Common Stock (April 10, 2002 closing price of $15.389) and a premium of approximately 35.4 percent to holders of Class B Common Stock (April 10, 2002 closing price of $14.40).

The transaction is expected to close in the late second quarter or early third quarter 2002.

Herbalife is represented by Gibson, Dunn & Crutcher LLP and Whitney by Chadbourne & Parke LLP.

Willis Stein & Partners/Roundy's Inc.

Willis Stein & Partners last week announced its plan to acquire Roundy's Inc., one of the nation's oldest and largest food wholesale and retail companies.

Kirkland & Ellis partner John A. Weissenbach and

associate David H.C. Lee led the deal for Willis Stein; others were partners Christopher Butler and Dennis M. Myers and associates Patricia E. Betterly, Elizabeth A. Davidson, Azin Lotfi, Nicole S. Miller, Michael E. Sullivan, and Theodore W. Wern. All are based in the Chicago office.

Roundy's Inc. was founded in 1872, and is approaching $4 billion in annual sales, supplying more than 800 supermarkets in 14 states from nine distribution centers. Roundy's, is the leading retail supermarket chain in Wisconsin operating as Pick-n-Save Stores and Copps Food Centers.

Roundy's was represented by Whyte Hirschboeck Dudek S.C. of Milwaukee.

Radio One

Radio One Inc. closed a public offering last week of 11.5 million shares of Class D Common Stock, raising approximately $232 million. The company is the seventh largest radio broadcasting company in the United States based on pro forma 2000 gross revenue, and the largest radio broadcasting company in the United States primarily targeting African-Americans.

Radio One was represented by Terrance L. Bessey, a partner, Laura S. Harper, of counsel, and Paul J. Bohr and Amy M. Harvey, associates, all of the Kirkland & Ellis Washington office.

Kirkland & Ellis counseled Radio One through its IPO in May 1999. At the time, the company owned 15 stations; it has now grown to 65, and has at least one station in every major African-American market, with the exception of New York and Chicago. The law firm has helped Radio One raise more than $1.7 billion in six underwritten offerings of its securities.

KKBT in Los Angeles is the company's flagship station.

Credit Suisse First Boston and Banc of America Securities LLC were co-lead underwriters on the deal, and they were represented by Skadden, Arps.