Three funds to seek appraisal of Zale shares over Signet deal -WSJ

Fri May 30, 2014 9:21pm EDT

May 30 (Reuters) - Three funds that voted against or did not vote for Zale Corp's merger with rival Signet Jewelers Ltd plan to seek an independent valuation of their shares from a judge, the Wall Street Journal reported, citing people familiar with the matter.

The funds together own about 26 percent of Zale's shares - a stake worth $235 million at the buyout price, the WSJ reported. (link.reuters.com/fuj79v)

Signet said the merged entity will have over $6 billion in sales, after completing the $1.46 billion acquisition on Thursday, where it paid $21 per share in cash.

Signet, the parent of Kay Jewelers, said in February it would buy the smaller rival for $21 per share - a 41 percent premium at that time.

The deal looked at combining the two largest U.S. mid-tier jewelry store chains, Zales and Signet's Kay Jewelers.

But Zale shareholder TIG Advisors LLC opposed the jeweler's proposed merger with Signet earlier this month, calling the $21 million offer inadequate and unfair to Zale stockholders.

TIG, which owns about 9.5 percent of Zale, had called upon Zale shareholders to vote against the merger, which passed a shareholder vote at the Thursday meeting.

Earlier this week, proxy advisory Glass, Lewis & Co in its report recommended that Zale shareholders vote against the deal. Signet responded by saying the report contained "numerous inaccuracies" and appeared to be "based on TIG's flawed analysis".

Funds controlled by investor Mario Gabelli came out against the deal and said they might seek appraisal for their 7.45 percent stake, WSJ reported adding that Gabelli may not seek appraisal on all of its shares.

Another fund to seek appraisal, Merion Capital LP has accumulated a 9 percent stake in Zale in the weeks leading up to the vote, and is a Pennsylvania-based fund that specializes in appraisal rights, WSJ said.

Zale was not immediately available for comment beyond regular business hours. TIG Advisors, Merion Capital and Mario Gabelli's Gamco Investors were also not available for comment. (Reporting by Shailaja Sharma in Bangalore; Editing by David Gregorio)

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