(RTTNews) -  Tuesday, Landry's Restaurants, Inc. (LNY: News ), said it has approved a buyout deal with its Chief Executive Officer and President Tilman Fertitta for $14.75 per share or about $1.2 billion in cash, including debt. Following the announcement, shares of Landry's jumped 27% in the regular trading session.

Under the agreement, the offer price of $14.75 per share represents a 37% premium over the closing share price of Landry's common stock on November 2, 2009. Fertitta owns nearly 55.1% of Landry's common stock.

In August, a special committee comprising solely of outside, non-employee directors was authorized to review strategic alternatives for the company, including a possible sale. Fertitta had proposed to the special committee a going-private transaction whereby Landry's stockholders would receive shares of Landry's Saltgrass Inc. in exchange for the Landry's shares. The Special Committee, however, rejected Fertitta's proposal as inadequate.

Under the deal, there is a go-shop provision whereby the Special Committee will continue to actively solicit alternative acquisition proposals from third parties until the later of December 17, 2009 or until Landry's debt refinancing is completed.
Landry's, which operates the Golden Nugget Hotel & Casino in Las Vegas and Laughlin, Nevada, Landry's Seafood House, Saltgrass Steak House and Rainforest Cafe will have to pay a $2.4 million break-up fee to Fertitta if a superior offer to buy the company is agreed to during this period.

The transaction, which is subject to approval by Landry's stockholders, including approval by the holders of a majority of Landry's common stock not owned by Fertitta is expected to be completed in the first half of 2010.

LNY is currently trading at $13.72, up $2.96 or 27.51%, on a volume of 1.19 million shares on the NYSE.

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by RTT Staff Writer

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