As bids rose, one company offered $38.50 a share, and the second, $40 a share. Bloomberg's winning offer was $39.50 per share. However, the high bidder "did not accept the proposed terms of the merger agreement relating to the standards required with respect to obtaining antitrust approval, which required the purchaser to bear the antitrust risk associated with the transaction." Trying to overcome the objections, the high bidder "proposed mitigating the Company's exposure to antitrust risk by including a 6 percent reverse termination fee."
Because it has been an employee-owned company the number of shareholders require BNA to report its results. However, it faced different merger and acquisition issues since it is not publicly traded. The BNA board noted "the Company's stockholders, when selling stock, are required to first tender it to the Company at prices determined semi-annually by the Company Board."
During the bidding process, BNA disclosed that it expected revenue of $346.4 million for fiscal 2012, up from $336.6 million for 2011. It projected EBITDA for the current year at $74.6 million, compared to $71.6 million for fiscal 2011. For 2010, BNA reported $331 million in revenue, operating profit of $46.6 million and net income of $27.6 million.