Dollar General makes move for Family Dollar, starts a bidding war

There's now a bidding war for Family Dollar, with Dollar General offering about $9.7 billion for the discounter in an effort to trump Dollar Tree's bid.

Dollar General Corp. said Monday that it would pay $78.50 per share in cash, 3 percent higher than Family Dollar Stores Inc.'s Friday closing price of $76.06. Dollar General put the deal's value at $9.7 billion.

Last month Dollar Tree Inc. made an $8.5 billion bid for Family Dollar. It offered to pay $59.60 in cash and the equivalent of $14.90 in shares of Dollar Tree for each share they own. The companies put the value of the transaction at $74.50 per share at the time. Including debt and other costs, the companies estimated the transaction to be worth approximately $9.2 billion.

Dollar General said that its offer would create a business with almost 20,000 stores in 46 states and sales of more than $28 billion. The Goodlettsville, Tennessee, company anticipates annual savings of $550 million to $600 million three years after the transaction closes.

Representatives for Dollar Tree and Family Dollar did not immediately respond to requests for comment.

The jockeying to secure Family Dollar comes as discounters look to fend off competition from companies such as Wal-Mart Stores Inc., which has been stepping up its courtship of lower-income customers.

Dollar stores grew during the recession as people across income groups searched for cheaper options. To attract a broader array of customers, they also expanded their offerings to include more groceries and brand-name products, instead of just the party favors and other knickknacks people often associated with them.

More recently, however, sales at dollar stores have been suffering because the lower-income customers who go to them are facing persistent job instability and slow wage growth in the aftermath of the recession. Wal-Mart Stores Inc. and Kroger Co. also have been opening smaller store formats to directly compete with dollar stores.

Dollar General and Family Dollar sell products are various prices. At Dollar Tree, everything at its stores costs just a buck.

Family Dollar has come into play because of its business struggles. The Charlotte, North Carolina company has been shuttering stores and cutting prices in hopes of boosting its financial performance. In June investor Carl Icahn urged the company to put itself up for sale.

Dollar General said that it believes it can quickly and effectively address any antitrust issues and is willing to divest up to 700 of its stores in order to get the necessary approvals for the transaction. Dollar Tree had agreed to divest 500 of its U.S. stores for its proposed deal.

If a deal goes through, Dollar General said that Chairman and CEO Rick Dreiling has agreed to postpone his retirement until May 2016 in order to help with the integration of the two companies. Dollar General had announced in June that Dreiling had planned to retire from the CEO post in May 2015, or when a successor was appointed. He had agreed to stay on as chairman during the transition process.

Dreiling has also agreed to remain as a director — and would be willing to serve as chairman — if asked by the board and elected by shareholders.

Dollar General said that Goldman Sachs and Citigroup Global Markets Inc. have agreed to provide committed financing, which would include the $305 million termination fee due to Dollar Tree if Family Dollar chooses a deal with Dollar General instead.

Dollar General's board unanimously approved the Dollar Tree deal. Its stock rose $5.54, or 9.6 percent, to $63 in premarket trading.

Shares of Dollar Tree, which is based in Chesapeake, Virginia, fell 75 cents to $54.85 before the market open.

After enjoying rapid expansion during the recession, Family Dollar has stumbled in recent months, announcing the closure of 370 stores back in April. As the Monitor's Patrick Jonsson reported in April, bad news for dollar stores could mean good news for the US economy: 

That turnarnound in investor sentiment may suggest a rumble of change in the American economy. After a half-decade of economic headwinds, Americans are, bit by bit, feeling richer as household worth has hit 5.1 percent annual growth. That, in turn, means more Americans may be eschewing the cut-rate merchandisers in favor of Walmart or even the mall.

“The current recovery period has been characterized by slower growth in household asset values than in previous recoveries, and until recently, muted growth in house prices,” writes LaVaughn Henry of the Cleveland Federal Reserve in a February analysis. “However, despite consumers being somewhat constrained in their ability to draw from expanding income and wealth sources during the recovery, the growth in their consumption remains stronger than one might expect.”

Others doubt that trend is really what’s at work in the dollar store segment. Americans are saving more than before the recession, and food stamp spending continues to rise, suggesting that the bargain lot business is still a good one, writes John Aziz in The Week.

“While the economy is recovering as a whole, times are still very tough for a lot of people – including most of those who make up dollar stores’ target audience,” writes Mr. Aziz. 

Family Dollar blamed the harsh winter for its disappointing returns, with profits down by 14 percent. But analysts say hefty local competition from other ultra-discounters and just regular discounters like Target and Walmart is what may really be at play.

“The saturated low-end marketplace makes it even more important for each retail chain to run a tight ship,” writes Business Week’s Kyle Stock. “The company with the best management … is the one that can afford to offer the lowest price.”