BENSALEM, Pa., Nov. 03, 2022 (GLOBE NEWSWIRE) — StoneMor Inc. (NYSE: STON), a leading owner and operator of cemeteries and funeral homes, today announced the completion of the merger contemplated by the previously announced Agreement and Plan of Merger, dated as of May 24, 2022, by and among the Company, Axar Cemetery Parent Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Axar Capital Management, LP, and Axar Cemetery Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent, pursuant to which Merger Sub was merged with and into the Company, with the Company surviving the Merger as the surviving corporation and becoming a wholly-owned subsidiary of Parent.
At a special meeting of the Company’s stockholders held on November 1, 2022, the proposal to adopt the Merger Agreement was approved by (i) holders of a majority of the issued and outstanding shares of the Company’s common stock at the close of business on September 15, 2022 (the “Record Date”) and (b) holders of a majority of the issued and outstanding shares of the Company’s common stock on the Record Date other than (i) shares of common stock held by Parent and its wholly-owned subsidiaries or beneficially owned by any affiliate of Parent (the “Axar Shares”) and (ii) shares of common stock held by members of the Company’s Board of Directors (the “Board”), the officers of the Company (as defined by Rule 16-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) and any immediate family members of a Board member or officer.
The Merger became effective at 4:05 p.m. EDT on November 3, 2022 (the “Effective Time”). No stockholder validly demanded appraisal of such stockholder’s shares pursuant to Section 262 of the Delaware General Corporation Law. At the Effective Time, each outstanding share of common stock, other than (i) Axar Shares and (ii) shares of common stock held by the Company (“Treasury Shares”) was cancelled and converted into the right to receive $3.50 in cash per share, without interest (the “Merger Consideration”). As a result of the Merger, the Company became an indirect wholly-owned subsidiary of Axar. The Company’s common stock will be delisted from and, as of prior to the opening of trading on November 4, 2022, will no longer trade on, the New York Stock Exchange. The Company intends to file with the Securities and Exchange Commission a notice on Form 15 of termination of registration of the Common Stock, and suspension of the Company’s reporting obligations, under the Exchange Act.
At the Effective Time, each holder of outstanding shares of Common Stock, other than the Axar Shares and the Treasury Shares, ceased to have any rights as a stockholder of the Company other than the right to receive the Merger Consideration. Stockholders will receive a letter of transmittal and instructions on how to surrender their share certificates in exchange for the Merger Consideration. Stockholders should wait to receive the letter of transmittal before surrendering their share certificates. Stockholders of the Company that hold shares in street name will receive the Merger Consideration in their brokerage or similar accounts.
About StoneMor Inc.
StoneMor Inc., headquartered in Bensalem, Pennsylvania, is an owner and operator of cemeteries and funeral homes in the United States, with 302 cemeteries and 74 funeral homes in 23 states and Puerto Rico. StoneMor’s cemetery products and services, which are sold on both a pre-need (before death) and at-need (at death) basis, include: burial lots, lawn and mausoleum crypts, burial vaults, caskets, memorials, and all services which provide for the installation of this merchandise. For additional information about StoneMor Inc. please visit StoneMor’s website, and the investors section, at http://www.stonemor.com.
