31 03 2016

CalAmp successfully completes Tender offer for shares of LoJack,

CalAmp Corp. and LoJack Corporation announced that CalAmp's wholly-owned subsidiary, Lexus Acquisition Sub, Inc., has successfully completed its tender offer for the outstanding shares of the common stock of LoJack at a price of $6.45 per share, net to the seller in cash, without interest and less any applicable withholding taxes.


Computershare Trust Company, N.A., the depositary for the tender offer, has advised Purchaser that a total of 14,925,959 shares of LoJack common stock were validly tendered and not withdrawn in the tender offer (excluding 75,907 shares tendered pursuant to guaranteed delivery procedures that have not yet been delivered in settlement or satisfaction of such guarantees). Such shares, when combined with the 850,100 shares of LoJack common stock currently owned by Purchaser, represent approximately 80.2% of the issued and outstanding shares of LoJack common stock on a fully-diluted basis, and the condition to the Offer that at least two-thirds (66 2/3%) of the total number of outstanding shares on a fully diluted basis be validly tendered and not withdrawn prior to the expiration of the tender offer has been satisfied. Accordingly, all shares that were validly tendered and not withdrawn have been accepted for payment, and CalAmp is promptly paying for all such tendered shares in accordance with the terms of the tender offer.
Upon successful completion of the subsequent offer period, stockholders of LoJack who validly tender their shares during the subsequent offer period will receive the same $6.45 per share, net to the seller in cash, without interest and less any applicable withholding taxes, that was paid to stockholders who tendered their shares during the initial offer period. Procedures for tendering shares during the subsequent offer period are the same as during the initial offer period with two exceptions: (i) shares cannot be delivered by the guaranteed delivery procedure; and (ii) pursuant to Rule 14d-7(a)(2) under the Securities Exchange Act of 1934, as amended, shares validly tendered during the subsequent offer period will be accepted for payment on a daily, "as tendered" basis and, accordingly, may not be withdrawn. Pursuant to the Merger Agreement, LoJack has granted Purchaser an irrevocable option (the "Top-Up Option"), exercisable within one business day following the expiration of a subsequent offering period, to purchase from LoJack, with certain limitations, the number of shares of LoJack common stock necessary for Purchaser to complete a short-form merger with LoJack. Purchaser plans to exercise the Top-Up Option in accordance with the Merger Agreement if, following expiration of the subsequent offering period, Purchaser owns at least 82.2% but less than 90% of the issued and outstanding shares of LoJack common stock. Upon completion of the merger, LoJack will become a wholly-owned subsidiary of CalAmp. In the merger, each share of LoJack common stock that was not validly tendered in the tender offer (other than shares held by CalAmp or Purchaser, or by any stockholders of LoJack properly exercise their appraisal rights, if applicable) will be cancelled and converted into the right to receive the same $6.45 per share, net to the seller in cash, without interest and less any applicable withholding taxes, that was paid in the tender offer. CalAmp is a proven leader in providing wireless communications solutions to a broad array of vertical market applications and customers. CalAmp's extensive portfolio of intelligent communications devices, robust and scalable cloud service platform, and targeted software applications streamline otherwise complex Machine-to-Machine (M2M) deployments. Jones Day advised KeyCorp (specifically Pacific Crest Securities), which was financial advisor to LoJack Corporation in its sale to an affiliate of CalAmp Corp. for $134 million, with a team led by Cleveland partner Peter Izanec. Involved fees earner: Peter Izanec - Jones Day;

LATEST ISSUE
Powered by Share Trading

Everlasting
POPULAR ARTICLES
Le Fonti IAIR Awards Take Hong Kong By Storm

21/03/2017

Hong Kong has become a city of bright expansion, culture, and futuristic innovation. Fr

Will Brexit break London's place as FinTech Capital?

17/11/2016

Fintech, it’s described as the disruption in financial services pushed by consume

Le Fonti IAIR Awards 2016 celebrates excellences in London.

17/10/2016

On October 14th, 2016, the world’s leading corporate stars aligned for a momentou

IAIR AWARDS 2016 IN NEW YORK: EMONEY ADVISOR, C.A.S.H., CREDIT SUISSE AND CHEETAH MOBILE AMONG THE WINNERS

15/04/2016

More than 19 Excellences in the global economy at the VI Annual Edition of IAIR AWARDS&

IAIR AWARDS & CEO SUMMIT 2015 IN DUBAI

20/11/2015

It took place on 19 November 2015 at Palace Downtown in Dubai the 19th edition of the I