Cherokee International to Be Acquired by Lineage Power Holdings, Inc.
25 Setembro 2008 - 9:00AM
Business Wire
Cherokee International (NASDAQ: CHRK) announced today that it has
entered into a definitive merger agreement with Lineage Power
Holdings, Inc., a Gores Group company, under which Lineage will
acquire all of the outstanding shares of Cherokee International.
Under the terms of the agreement, stockholders of Cherokee
International will receive $3.20 per share of common stock held, in
an all cash transaction, representing an aggregate enterprise value
of approximately $105 million. The transaction has been unanimously
approved by the board of directors of Cherokee International, and
certain stockholders have agreed to vote their Cherokee
International shares in favor of the transaction. �We believe the
sale of Cherokee to Lineage will add value and scale for our
customers,� said Jeffrey Frank, Cherokee�s President and Chief
Executive Officer. �Over the past 30 years, Cherokee has earned a
great reputation for our strong engineering team, manufacturing,
quality and responsiveness, all of which come down to our
outstanding employees and our focus on the customer. Going forward,
our employees and customers will be well served by becoming part of
Lineage and The Gores Group portfolio of companies. Gores has a
stellar reputation for customer satisfaction and the proven ability
to profitably grow its businesses.� According to Ryan Wald,
Managing Director of The Gores Group, Cherokee will become a
division of Lineage and will continue to be a leader in the custom
power solutions marketplace. �We are impressed by the
accomplishments that Jeff and his management team have made to date
regarding Cherokee�s North American and Asian operations,� said Mr.
Wald. �We look forward to partnering with them in those regions to
create a more compelling value proposition for our combined
customers.� The transaction is subject to the approval of Cherokee
International�s stockholders and to regulatory approvals. The
companies anticipate that the transaction will be completed in the
fourth calendar quarter of 2008. About Cherokee International
Cherokee International designs, manufactures and markets
high-reliability custom and standard switch-mode power supplies for
datacom, telecom, medical and process-control applications. With
advanced manufacturing facilities and engineering expertise located
worldwide, Cherokee applies a customer-focused approach to provide
high-reliability power products to manufacturers, reducing time to
market. As the leading provider of custom-designed power sources,
Cherokee also delivers a complete range of standard and
modified-standard AC/DC power supplies, AC/DC rectifiers and power
shelves, and DC/DC converters. Cherokee International headquarters
are at 2841 Dow Ave, Tustin, California 92780 and can be reached at
714 544 6665. European operations are at Boulevard de l�Europe 131,
1301 Wavre, Belgium and can be reached at +32 10 438 510. Cherokee
International (China) Power Supply Ltd. is located at 1353 Chenqiao
Road, Shanghia Fengpu Industrial Park Shanghai, 201401 China and
can be reached at 021 6710 8910. Additional information about the
Company and its products is available at
http://www.cherokeepwr.com. About The Gores Group, LLC Founded in
1987, The Gores Group, LLC is a private equity firm focused on
acquiring controlling interests in mature and growing businesses
which can benefit from the firm's operating experience and flexible
capital base. The firm combines the operational expertise and
detailed due diligence capabilities of a strategic buyer with the
seasoned M&A team of a traditional financial buyer. The Gores
Group, LLC has become a leading investor having demonstrated over
time a reliable track record of creating substantial value in its
portfolio companies alongside management. The firm's current
private equity fund has committed equity capital of $1.3 billion.
Headquartered in Los Angeles, California, The Gores Group, LLC
maintains offices in Boulder, Colorado and London. For more
information, please visit www.gores.com About Lineage Power
Corporation Lineage Power Corporation, a Gores Group company, has
an 80+ year history as the industry�s most trusted provider of
reliable and innovative power conversion solutions. The company�s
solutions include reliable, energy-efficient AC/DC and DC/DC
switching technologies, backed by global, world-class field
expertise, service and support. Lineage Power provides blue chip
customers from a variety of industries with optimal solutions to
meet their needs and create marketplace advantages. A global
company with 40 locations in 10 countries, Lineage Power is based
in Dallas with more than 1,600 employees. For more information on
Lineage Power, visit www.lineagepower.com. Forward-Looking and
Cautionary Statements This press release contains projections of
future results and other forward-looking statements that involve a
number of risks and uncertainties and are made pursuant to the Safe
Harbor Provisions of the Private Securities Litigation Reform Act
of 1995. The forward-looking statements in this press release
include, without limitation, expectations with respect to the
proposed merger with Lineage. Important factors that may cause
actual results and outcomes to differ materially from those
contained in such forward-looking statements include, without
limitation, the parties� ability to consummate the transaction as
expected; the possibility that one or more of the conditions to the
consummation of the transaction may not be satisfied; the
possibility that regulatory and/or shareholder approvals required
for the transaction may not be obtained in a timely manner, if at
all; the parties� ability to meet expectations regarding the
timing, completion, and other matters relating to the transaction;
and any event that could give rise to the termination of the merger
agreement. Cherokee and Lineage caution that the foregoing list of
important factors is not complete and do not undertake to update
any forward-looking statements that it may make. All subsequent
written and oral forward-looking statements concerning the proposed
transaction or other matters and attributable to Cherokee or
Lineage or any person acting on their behalf are expressly
qualified in their entirety by the cautionary statements referenced
above. Other Information In connection with the proposed
acquisition, Cherokee intends to file relevant materials with the
SEC, including a proxy statement on Schedule 14A. INVESTORS AND
SHAREHOLDERS ARE URGED TO READ CHEROKEE�S PROXY STATEMENT AND ALL
RELEVANT DOCUMENTS FILED WITH THE SEC (WHEN THEY BECOME AVAILABLE)
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors and shareholders will be able to obtain the
documents free of charge through the website maintained by the SEC
at www.sec.gov. A free copy of the proxy statement and other
relevant documents, when they become available, also may be
obtained from Cherokee International Corporation., 2841 Dow Avenue,
Tustin, California 92780, Attn: Investor Relations. Investors and
security holders may access copies of the documents filed with the
U.S. Securities and Exchange Commission by Cherokee on its website
at http://www.cherokeepwr.com. Such documents are not currently
available. Cherokee and Lineage and their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from Cherokee�s shareholders in connection
with the merger. Information about Cherokee�s directors and
executive officers is set forth in Cherokee�s proxy statement on
Schedule 14A filed with the SEC on April 28, 2008 and Cherokee�s
Annual Report on Form 10-K filed on March 28, 2008. Additional
information regarding the interests of participants in the
solicitation of proxies in connection with the merger will be
included in the proxy statement that Cherokee intends to file with
the SEC.
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