Tekelec Announces Completion of Acquisition
27 Janeiro 2012 - 5:53PM
Marketwired
Tekelec (NASDAQ: TKLC) today announced the completion of its
acquisition by a consortium led by Siris Capital Group, LLC
("Siris") and including affiliates of The ComVest Group, funds and
accounts managed by GSO Capital Partners LP, Sankaty Advisors LLC,
ZelnickMedia and other Siris limited partners and affiliates, in a
transaction valued at approximately $780 million. The transaction
was initially announced on November 7, 2011 and was approved by
Tekelec's shareholders on January 25, 2012.
Tekelec's former shareholders (except for former Tekelec
shareholders who have properly exercised their dissenting
shareholder rights) have the right to receive $11.00 in cash,
without interest and less applicable withholding taxes, for each
share of Tekelec's common stock they owned immediately prior to the
completion of the transaction subject to the terms and conditions
set forth in the Agreement and Plan of Merger, dated as of November
6, 2011, by and among Tekelec, Titan Private Holdings I, LLC and
Titan Private Acquisition Corp. As a result of the closing of the
transaction, Tekelec's common stock will cease trading on NASDAQ
and will be delisted.
Shareholders who hold shares through a bank, broker or other
nominee will receive instructions from their bank, broker or other
nominee as to how to effect the surrender and receipt of cash for
their stock. Shareholders of record will receive a letter of
transmittal and instructions on how to surrender their former
shares of Tekelec common stock in exchange for the merger
consideration. Shareholders of record should wait to receive the
letter of transmittal before surrendering their shares.
"Our new ownership structure will enable us to continue our
rapid expansion into the mobile data business and capitalize on our
leadership in the voice and text signaling business and to rapidly
expand our mobile data business," said Ron de Lange, president and
CEO of Tekelec. "Going forward, our customers can expect the same
dedication to innovation, customer service and support that define
our company."
About Tekelec Tekelec's intelligent mobile
broadband solutions enable service providers to manage and monetize
mobile data and evolve to LTE and IMS. We are the architects of the
new Diameter network, the foundation for session, policy and
subscriber data management. More than 300 service providers use our
market-leading solutions to deliver cloud, machine-to-machine and
personalized services to consumers and enterprises. For more
information visit www.tekelec.com.
Forward-Looking Statements Statements in
this press release regarding the merger, future financial and
operating results, benefits of the merger, future opportunities for
the combined company, and any other statements about managements'
future expectations, beliefs, goals, plans or prospects constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Any statements that are
not statements of historical fact (including statements containing
the words "believes," "plans," "anticipates," "expects,"
"estimates" and similar expressions) should also be considered to
be forward-looking statements. There are a number of important
factors that could cause actual results or events to differ
materially from those indicated by such forward-looking statements,
including the outcome of any legal proceedings that may be or have
been instituted in connection with the merger and the other factors
described in Tekelec's filings with the U.S. Securities and
Exchange Commission. Tekelec disclaims any intention or obligation
to update any forward-looking statements as a result of
developments occurring after the date of this press release.
Contacts: Kyle Macemore Vice President Finance and
Investor Relations (o) +1.919.380.6148 Email Contact Adam Parken
Senior Manager, Marketing Communications (o) +1.919.653.9681 Email
Contact
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