Simpson Thacher Represents Washington Mutual in Its Acquisition of Providian Financial
06.07.05
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Simpson Thacher is representing Washington Mutual, Inc. in its announced $6.45 billion acquisition of Providian Financial Corporation. Under the terms of the merger agreement, shareholders of Providian will receive consideration based on a fixed exchange ratio of .45 Washington Mutual shares for each Providian share, with 89% of the merger consideration payable in stock and 11% payable in cash. The stock consideration will be determined by multiplying the fixed .45 exchange ratio by 0.89, and the cash consideration will be determined by multiplying the .45 ratio by the product of 0.11 and the average closing price of Washington Mutual shares during a 10-day valuation period preceding the closing. The transaction is expected to be completed in the fourth quarter of 2005 and is subject to approval of Providian shareholders and regulatory approvals.
Washington Mutual is a retailer of financial services that provides a diversified line of products and services to consumers and commercial clients and currently operates more than 2,400 retail banking, mortgage lending, commercial banking and financial services offices throughout the nation. Providian, based in San Francisco, is a leading provider of credit cards to mainstream American consumers throughout the United States.
The Simpson Thacher team includes Lee Meyerson, Ellen Patterson, Eric Swedenburg and Chris May (M&A), Ken Edgar, Michael Richman (Employee Benefits) and Steve Todrys and Jenifer Marsh (Tax).