CalAmp Commences Tender Offer for All Outstanding Shares of LoJack
OREANDA-NEWS. CalAmp Corp. (NASDAQ: CAMP) ("CalAmp") and LoJack Corporation (NASDAQ: LOJN) ("LoJack") today announced that CalAmp's wholly-owned subsidiary, Lexus Acquisition Sub, Inc. ("Purchaser"), is commencing a cash tender offer to purchase all outstanding shares of LoJack. CalAmp and LoJack previously announced on Monday, February 1, 2016 that they had entered into a definitive merger agreement under which CalAmp would acquire LoJack.
The tender offer is being made pursuant to an Offer to Purchase, dated as of the date hereof. Upon successful completion of the tender offer, shareholders of LoJack will receive $6.45 in cash for each share of LoJack common stock validly tendered and not validly withdrawn in the offer, without interest and less any applicable withholding tax.
CalAmp and Purchaser will file today with the U.S. Securities and Exchange Commission (the "SEC") a Tender Offer Statement on Schedule TO that includes the Offer to Purchase and related Letter of Transmittal that set forth the terms and conditions of the tender offer. Additionally, LoJack will file with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9 that includes the recommendation of the LoJack board of directors that LoJack shareholders tender their shares in the tender offer.
The tender offer will expire at 12:00 midnight (Eastern time) on Monday, March 14, 2016, unless the offer period is extended in accordance with the definitive merger agreement and the applicable rules and regulations of the SEC. The completion of the tender offer will be conditioned on LoJack's shareholders tendering at least 66 2/3% of LoJack's outstanding shares, determined on a fully diluted basis, and other customary closing conditions.
D.F. King & Co., Inc. is acting as information agent for CalAmp in the tender offer. Computershare Trust Company, N.A. is acting as depositary and paying agent in the tender offer. R
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