Velcro Industries N.V. Commences Tender Offer to Repurchase Shares.
CURACAO, Netherlands Antilles Netherlands Antilles, island group, an autonomous part of the Netherlands (2005 est. pop. 220,000), 371 sq mi (961 sq km), West Indies. Formerly known as the Dutch West Indies and Netherlands West Indies, they are divided into two groups. , Jan. 8 /PRNewswire-FirstCall/ -- Velcro Industries N.V. ("Velcro") , holding company of the Velcro companies and the industry leader in hook and loop fasteners fasteners
In construction, connectors between structural members. Bolted connections are used when it is necessary to fasten two elements tightly together, especially to resist shear and bending, as in column and beam connections. , today announced that it has commenced a cash tender offer to purchase all outstanding shares of its common stock. Under the terms of the tender offer, Velcro is offering to purchase for cash any and all outstanding shares of its common stock at a purchase price of US$21.00 per share.
The tender offer commenced today, January 8, 2009, and will expire on February 10, 2009 at 5:00 p.m., New York City New York City: see New York, city.
New York City
City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, unless extended by Velcro. The offer is not conditioned on any aggregate minimum number of shares being tendered. The offer is, however, subject to certain other conditions described in the Offer to Purchase dated January 8, 2009.
The purpose of the tender offer is to accommodate those shareholders who may have an interest in selling their shares at the present time for US$21.00 per share. On September 1, 2008, Cohere cohere (kōhēr´),
v to stick together, to unite, to form a solid mass. Limited, the holder of record of more than 95% of the shares of Velcro's common stock, initiated a proceeding in the Court of First Instance in Curacao, the Netherlands Antilles to compel the sale of all shares of common stock held by Velcro's minority shareholders to Cohere Limited at a price of US$21.00 per share or such other price as the Court may determine (the "Curacao Proceeding"). Velcro believes that the tender offer provides an opportunity for a shareholder to sell his or her shares for US$21.00 per share, without the usual transaction costs associated with market sales, and receive payment in advance of the conclusion of the Curacao Proceeding. A shareholder who tenders shares in the tender offer will not receive payment in respect of such shares pursuant to the Curacao Proceeding, including any amount in excess of US$21.00 per share if the Netherlands Antilles Court were to make such a determination of share price.
While Velcro's Board of Directors has approved the tender offer, it does not, nor does Velcro, the information agent nor the depositary DEPOSITARY, contracts. He with whom a deposit is confided or made.
2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470. , make any recommendation to shareholders as to whether to tender or refrain from tendering their shares. Shareholders must make their own decision as to whether to tender their shares. In doing so, shareholders should read carefully the information in the Offer to Purchase and in the related letter of transmittal Letter of Transmittal
A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. , including the purposes and effects of the offer. Shareholders should discuss their decision with their tax advisors, financial advisors and/or brokers.
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell any shares of Velcro's common stock. The solicitation of offers to purchase shares of Velcro's common stock will be made only pursuant to the Offer to Purchase dated January 8, 2009 and related materials that Velcro is sending to its shareholders. The offer is not being made to, nor will tenders be accepted from or on behalf of, shareholders in any jurisdiction in which the making or acceptance of offers to sell shares would not be in compliance with the laws of that jurisdiction. Velcro may, at its discretion, take any actions necessary to make the offer to shareholders in any such jurisdiction.
MacKenzie Partners, Inc. will serve as information agent and Computershare Investor Services Inc. will serve as the depositary for the tender offer. Shareholders will also be able to obtain the Offer to Purchase and related materials at no charge from the information agent, MacKenzie Partners, Inc., at (800) 322-2885.
About Velcro Industries N.V.
Velcro Industries N.V. is incorporated and domiciled dom·i·cile
1. A residence; a home.
2. One's legal residence.
v. dom·i·ciled, dom·i·cil·ing, dom·i·ciles
1. in Curacao, Netherlands Antilles as a Naamloze Vennootschap Naamloze Vennootschap (usually abbreviated NV) is the Dutch terminology for a public limited liability corporation. The company is owned by shareholders, and the company's shares are not registered to certain owners, so that they may be (public limited liability company) and acts as the holding company of the Velcro companies, which are primarily involved in the manufacturing and sales of VELCRO(R) and TEXACRO(R) brand fasteners, ULTRA-MATE(R) brand hook fasteners, and ONE-WRAP(R) brand straps throughout the world.
This press release and the documents referenced herein may contain "forward-looking" statements and information, which involve risks and uncertainties. Actual future results may differ materially. Statements indicating that Velcro "expects," "estimates," "believes," "is planning" or "plans to" are forward-looking, as are other statements concerning future financial results or other events that have not yet occurred. There are several important factors that could cause actual results or events to differ materially from those anticipated by the forward-looking statements.
CONTACT: MacKenzie Partners, Inc., +1-212-929-5500