Laser Power Picks II-VI for Merger Agreement
PITTSBURGH, June 29 -- Laser Power Corp. (San Diego) has concluded that II-VI Inc.'s (Saxonburg, Pa.) latest offer is superior to Union Minière SA's latest bid. Laser Power has terminated its previous merger agreement with the Brussels, Belgium based Union Minière in order to sign with II-VI.
The boards of Laser Power and II-VI have approved a definitive merger agreement in which II-VI Acquisition Corp., a subsidiary of II-VI, will merge with Laser Power. II-VI Acquisition will exchange .052 shares of II-VI common stock, based on the market price ended June 27, plus $2.89 in cash for each outstanding share of Laser Power stock. This offer has a value of about $5.37 per share, or $52 million.
After the exchange offer, II-VI will bring about a merger in which the non-tendering stockholders of Laser Power will get the same compensation offered in the exchange offer. The transaction will be taxable to the Laser Power stockholders.
II-VI currently holds 1,252,100 shares of Laser Power common stock , which equals about 13 percent of Laser Power's unpaid common stock.
Terms of the deal stipulate that the exchange offer is to be no less than a majority of the shares of outstanding Laser Power common stock -- including shares already owned by II-VI -- and satisfaction of all traditional regulatory approvals.
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