Under the terms of the merger agreement, GSI Commerce reserved the right to solicit acquisition proposals from alternative parties for a period of 40 calendar days.
That “go shop” period has now expired, and GSI Commerce and its financial advisor Morgan Stanley say they have not received any alternative purchase proposals in time, although they claim to have contacted “numerous potential acquirers”.
This opens the door for eBay to complete the merger faster than anticipated.
GSI and eBay currently expect to complete the merger at the end of the second quarter of 2011 (they previously expected the transaction to close in the third quarter of this year).
In addition to the expiration of the “go shop” period, GSI Commerce this morning revealed that has received notice from the FTC granting early termination of the mandatory waiting period under the Hart-Scott Rodino Antitrust Improvements Act. Accordingly, the condition to closing in the merger agreement under the act has been satisfied.
As a result, the company says it expects to file shortly with the SEC definitive proxy materials related to the special meeting of its stockholders to vote on and approve the merger. The special meeting will be held on Friday, June 17, 2011.
GSI Commerce recently reported a net loss of $13.6 million for the first quarter of this year, a loss that widened from the year prior because of higher costs and expenses, including eBay acquisition-related expenses. This despite a 19 percent increase in revenues.