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The Purchase Of Worldwide Will Be Completed Thru A Cash Tender Offer For All Notable Shares Of Global's Common Stock That Is Anticipated To Commence Shortly.
NEW YORK, Aug 03, 2011 -- Worldwide Traffic Network, Incorporated. GNET +19.71%, a big supplier of custom traffic and news stories to radio and television stations outside the United States, today announced that it has entered into a decisive amalgamation agreement to be gotten by an affiliate of GTCR, LLC ("GTCR"), a leading non-public equity firm.
Under the conditions of the agreement, Global stockholders will receive $14.00 in readies for each share of Global's common stock, which represents roughly a 20.0% premium over the closing price on Tues., August two, 2011 and a 22.7% premium based mostly on the 60-day volume weighted average price of $11.41.
The purchase of Worldwide will be finished thru a cash tender offer for all notable shares of Global's common stock that is predicted to commence immediately. The tender offer will be subjected to customary conditions, including that there be validly tendered in the tender offer and not withdrawn a number of shares which represents at least an overall majority of the paper of common stock then issued and notable, excluding from such calculation shares held by Global's executive officers. The transaction isn't subject to any financing condition.
The tender offer will be followed by a fusion in which each share of common stock not acquired in the tender offer will be modified into the inherent right to receive $14.00 per share in notes, without interest. Upon completion of the exchange, Worldwide will change into a non-public company, controlled by an affiliate of GTCR. The exchange is expected to be finished by the fourth quarter of 2011.
Global has got the right under the alliance agreement to seek competing bids in a period expiring on Sep 13, 2011. Subject to certain requirements of the merger agreement, Worldwide may negotiate with parties that submit qualifying competing proposals in the initial solicitation period for a period expiring on Oct first, 2011.
The tender offer is required to remain till the completion of the solicitation period, and if pertinent the subsequent negotiation period. Global's Board of Directors has, based on the unanimous recommendation of a Special Board comprised only of independent directors, authorised the merger agreement and the transactions contemplated thus.
Mr. Yde related : "We assume the sale cost of $14.00 per share represents compelling worth for our backers. This price is both a major premium over the existing trading price and represents an all-time high for the stock. The purchase price also represents an almost 200% increase from our primary public offering of $5.00 in March 2006."
Moelis & Company and Milbank, Tweed, Hadley & McCloy LLP are serving as monetary and legal adviser to the Special Committee of the Board of Directors of the Company [**]. Latham & Watkins LLP is serving as legal advisor to GTCR.
Conference Chat
Worldwide Traffic Network, Incorporated. Will host a conference chat at 10:30 a.m. EST on Wednesday, August 3, 2011, to chat about this exchange and other topical matters. To listen to the call, dial (877) 303-9131 (domestic), or (408) 337-0141 (global), and enter the pass code 89193915.
World is a leader in the provision of custom traffic and news stories to radio and TV stations outside of the U.S. The Company operates the largest traffic and news network in Australia, operates traffic networks in 8 Canadian markets and the largest national radio traffic network across Britain.
In exchange for providing custom traffic and news bulletins, television and radio stations provide World Traffic Network with commercial airtime inventory the Company sells to advertisers. As a result, radio and TV stations incur no out-of-pocket costs when contracting to use Worldwide Traffic Network's services. For full information, visit the Company's site at www.globaltrafficnetwork.com., writes tagza.com.
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