Northview Executes Agreement to Be Taken Over by Calmark

Debt-ridden Northview Corp. late last week executed a previously announced definitive agreement to be acquired by a subsidiary of Los Angeles-based Calmark Holding Corp. Calmark agreed to pay $22 per share for Northview’s 2.4 million outstanding shares.

Northview, which earlier this year cut the last of its remaining ties with convicted arbitrageur Ivan Boesky, had been searching for an acquisition to replace the profitable arbitrage operation created by Boesky, Northview’s former chairman.

However, Northview “essentially decided several months ago that we weren’t going to find any acquisitions at the prices we were thinking about paying,” according to Robert Loeffler, a Los Angeles-based attorney who became Northview’s chairman late last year.

Northview “learned that the companies we were interested in were going for extremely high prices,” Loeffler said during a telephone interview late last week. “Either we were way low with our bids or there were other companies that were more disposed to pay higher prices,” Loeffler said.

The Calmark deal developed after Loeffler mentioned Northview’s plight to a Calmark executive during a breakfast meeting. “He indicated he had an interest, and they began to explore the feasibility of a purchase,” Loeffler said.

Northview stock has traded at about $10 per share for several weeks.

Calmark will retain the current Northview management team, according to Loeffler. Calmark also expects Northview, which operates the Vagabond Hotel chain, will remain headquartered in San Diego.

Calmark, a private company headquartered in Los Angeles, develops, manages and syndicates multifamily residential properties. It also owns 90% of American Adventures Inc., which operates membership campgrounds in nine states.

Northview filed a copy of the agreement with the Securities and Exchange Commission on Friday and the deal is expected to be completed before the end of the year, the companies said.