GS Capital Partners and P2 Capital Partners Acquire Interline Brands
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GS Capital Partners and P2 Capital Partners Acquire Interline Brands

Interline Brands, a distributor and direct marketer of maintenance, repair and operations products, today announced that it has entered into an agreement to be acquired by GS Capital Partners and P2 Capital Partners for $25.50 per share in cash. The transaction is valued at approximately $1.1 billion, including the assumption of debt.

In addition to equity from funds managed by GS Capital Partners and P2 Capital Partners, it is anticipated that certain members of company management will invest a portion of their proceeds from the transaction. GS Capital Partners and P2 Capital Partners have also secured committed debt financing from Goldman Sachs and Bank of America.

Interline Brands is a distributor and direct marketer of MRO products to a customer base of facilities maintenance professionals, professional contractors, and specialty distributors primarily throughout North America, Central America and the Caribbean. The company is based in Jacksonville, FL (www.interlinebrands.com) (NYSE:IBI).

GS Capital Partners is the private equity vehicle through which Goldman Sachs conducts its large, privately negotiated, corporate equity investment activities. GS Capital Partners is currently investing its GS Capital Partners VI fund. GS Capital Partners is a global private equity group with a focus on large, sophisticated business opportunities in which value can be created through leveraging the resources of Goldman Sachs (www.gs.com/pia).

P2 Capital Partners is a hedge fund manager that invests in the US public equity markets. The firm was founded in 2006 and is based in New York, New York (www.p2capital.com).

Barclays is serving as financial advisor to Interline and has provided a fairness opinion in connection with the transaction. Paul, Weiss, Rifkind, Wharton & Garrison is serving as legal advisor to the company in connection with the transaction.

Goldman Sachs is acting as financial advisor to GS Capital Partners, and Fried, Frank, Harris, Shriver & Jacobson is acting as legal advisor. Debevoise & Plimpton is acting as legal advisor to P2 Capital Partners.

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