Planar Announces Early Termination of Hart-Scott-Rodino Waiting Period
21 Setembro 2015 - 6:16PM
Business Wire
Planar Systems, Inc. (Nasdaq: PLNR), a global leader in display
and digital signage technology, announced today that the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended (“HSR”), applicable to its proposed acquisition by
Leyard Optoelectronic Co., Ltd., was terminated early by the United
States Federal Trade Commission on September 17, 2015.
As previously announced on August 12, 2015, Leyard and Planar
have entered into a definitive merger agreement, pursuant to which
a U.S. affiliate of Leyard will acquire all of the common stock of
Planar for a purchase price of $6.58 per share. Termination of the
HSR waiting period is one of the specified conditions to which
closing of the proposed acquisition is subject.
Closing of the acquisition, subject to satisfaction of remaining
specified conditions, is expected to occur in the fourth calendar
quarter of 2015.
This announcement is neither a solicitation of proxies, an offer
to purchase nor a solicitation of an offer to sell any securities
and it is not a substitute for any proxy statement or other proxy
materials that may be filed or furnished with the SEC with respect
to the proposed merger.
About Planar
Planar, Inc. (Nasdaq: PLNR) is a global leader in display and
digital signage technology, providing premier solutions for the
world’s most demanding environments. Retailers, educational
institutions, government agencies, businesses, utilities and energy
firms, and home theater enthusiasts all depend on Planar to provide
superior performance when image experience is of the highest
importance. Planar video walls, large format LCD displays,
interactive touch screen monitors and many other solutions are used
by the world’s leading organizations in applications ranging from
digital signage to simulation and from interactive kiosks to
large-scale data visualization. Founded in 1983, Planar is
headquartered in Oregon, USA, with offices, manufacturing partners
and customers worldwide.
Forward-Looking Statements
This communication contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of
1995. The forward-looking statements, which include the expected
timing for closing and other statements regarding the proposed
merger between Planar Systems, Inc. (the “Company”) and Leyard
American Corporation, may be identified by the inclusion of words
such as “expects,” “plans” and variations of such words and other
similar expressions, and are based on current expectations,
estimates, assumptions and projections that are subject to change,
and actual results may differ materially from the forward-looking
statements. Many factors, including the following, could cause
actual results to differ materially from the forward-looking
statements: the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement; the inability to complete the proposed merger due to the
failure to obtain shareholder approval for the proposed merger or
the failure to satisfy other conditions to completion of the
proposed merger, including that a governmental entity may prohibit,
delay or refuse to grant approval for the consummation of the
transaction; risks related to disruption of management’s attention
from the Company’s ongoing business operations due to the proposed
merger; the effect of the announcement of the proposed merger on
the Company’s relationships with its customers, suppliers,
operating results and business generally and other risks and
uncertainties described under “Item 1A. Risk Factors” in the
Company’s Quarterly Report on Form 10-Q for the fiscal quarter
ended June 26, 2015. Readers are cautioned not to place undue
reliance on forward-looking statements because actual results may
differ materially from those expressed in, or implied by, the
statements. Any forward-looking statement that the Company makes
speaks only as of the date of such statement, and the Company
undertakes no obligation to update any forward-looking statements,
whether as a result of new information, future events or
otherwise.
Additional Information and Where to Find It
This communication may be deemed solicitation material in
respect of the proposed acquisition of the Company by Leyard
American Corporation. In connection with the proposed merger
transaction, the Company plans to file with the United States
Securities and Exchange Commission (“SEC”) and furnish to the
Company’s shareholders a proxy statement and other relevant
documents. Shareholders are urged to read the proxy statement when
it becomes available and any other documents to be filed with the
SEC in connection with the proposed merger or incorporated by
reference in the proxy statement because they will contain
important information about the proposed merger.
Investors will be able to obtain a free copy of documents filed
with the SEC at the SEC’s website at http://www.sec.gov. In
addition, investors may obtain a free copy of the Company’s filings
with the SEC from the Company’s website at
http://investor.planar.com or by directing a request to: Planar
Systems, Inc., 1195 NW Compton Drive, Beaverton, Oregon 97006,
Attn: Investor Relations, 503-748-8911, invest@planar.com.
Participants in the Solicitation
The directors, executive officers and certain other members of
management and employees of the Company may be deemed
“participants” in the solicitation of proxies from shareholders of
the Company in favor of the proposed merger. Information regarding
the persons who may, under the rules of the SEC, be considered
participants in the solicitation of the shareholders of the Company
in connection with the proposed merger will be set forth in the
proxy statement and the other relevant documents to be filed with
the SEC. You can find information about the Company’s executive
officers and directors in its Annual Report on Form 10-K for the
fiscal year ended September 26, 2014 and in its definitive proxy
statement filed with the SEC on Schedule 14A on January 9,
2015.
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version on businesswire.com: http://www.businesswire.com/news/home/20150921006444/en/
Planar Systems, Inc.Ryan Gray,
503-748-8911ryan.gray@planar.com
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