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7 January 2016

Anadigics receives 'superior offer' of $0.62 per share after GaAs Labs matches competing bidder's $0.58

Broadband wireless and wireline communications component maker Anadigics Inc of Warren, NJ, USA says that, on 4 January, affiliates of GaAs Labs LLC - after raising their offer to acquire the firm from $0.35 per share in cash (announced on 11 November) to $0.48 per share (on 22 December) then $0.54 per share (on 29 December) - have raised their offer again, to $0.58 per share. 

This matches the $0.58 per-share price offered on 29 December by a competing bidder (Party A) that Anadigics' board of directors on 30 December designated a 'Superior Offer' (as defined per the initial GaAs Labs merger agreement of 11 November).  

The competing bidder had previously (on 16 December) trumped GaAs Labs' initial $0.35 per share bid by offering $0.48 per share, forcing GaAs Labs to match it, before trumping it again by offering $0.54 per share (on 23 December), then again with $0.58 per share (on 29 December). However, now (on 5 January) Party A has raised its offer again, from $0.58 to $0.62 per share.

Also on 5 January, an Excluded Party (Party B) that on 31 December had offered to acquire Anadigics for $0.68 per share, delivered an amended bid that leaves the $0.68 per-share offer price unchanged but modifies certain, but not all, of the material terms and conditions to which Anadigics had sought changes.  Anadigics says that, while it continues to negotiate with Party B to resolve the open issues in Party B's 5 January offer, there can be no assurance that those issues will be resolved to the satisfaction of its board.

In the meantime, Anadigics' board, after consultation with its financial and legal advisors, has unanimously determined that Party A's proposed merger agreement of 5 January ($0.62 per share) constitutes a Superior Offer. 

In accordance with the terms of the initial GaAs Labs merger agreement, Anadigics has notified GaAs Labs of Party A's 5 January proposed merger agreement, and that it has two business days to deliver a proposal that would cause Party A's 5 January amended acquisition proposal to no longer constitute a Superior Offer under the agreement.

See related items:

Anadigics receives 'superior offer' of $0.58 per share after GaAs Labs matches competing bidder's $0.54

GaAs Labs announces extension of tender offer for Anadigics

Anadigics receives 'superior offer' of $0.54 per share after GaAs Labs matches competing bidder's $0.48

Anadigics declares new acquisition offer of $0.48 per share superior to GaAs Labs

Anadigics receives alternative acquisition proposals following GaAs Labs deal

Anadigics agrees to be acquired by GaAs Labs for $32m

Tags: Anadigics Gaas Labs

Visit: www.anadigics.com

Visit: www.gaaslabs.net

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