Sentences with phrase «share cash merger»

MathStar Inc's (OTC: MATH) board has rejected the $ 1.04 per share cash merger offer from PureChoice, Inc. because «the $ 1.04 per share price is less than the liquidation value of MathStar, including the value from any technology sale, and, in the Merger, MathStar's shareholders would derive no value from MathStar's net operating loss carryforwards.»

Not exact matches

The move came just hours after the TMX said it would pay a special cash dividend of $ 4 per share if the LSE merger proceeds.

Such risks, uncertainties and other factors include, without limitation: (1) the effect of economic conditions in the industries and markets in which United Technologies and Rockwell Collins operate in the U.S. and globally and any changes therein, including financial market conditions, fluctuations in commodity prices, interest rates and foreign currency exchange rates, levels of end market demand in construction and in both the commercial and defense segments of the aerospace industry, levels of air travel, financial condition of commercial airlines, the impact of weather conditions and natural disasters and the financial condition of our customers and suppliers; (2) challenges in the development, production, delivery, support, performance and realization of the anticipated benefits of advanced technologies and new products and services; (3) the scope, nature, impact or timing of acquisition and divestiture or restructuring activity, including the pending acquisition of Rockwell Collins, including among other things integration of acquired businesses into United Technologies» existing businesses and realization of synergies and opportunities for growth and innovation; (4) future timing and levels of indebtedness, including indebtedness expected to be incurred by United Technologies in connection with the pending Rockwell Collins acquisition, and capital spending and research and development spending, including in connection with the pending Rockwell Collins acquisition; (5) future availability of credit and factors that may affect such availability, including credit market conditions and our capital structure; (6) the timing and scope of future repurchases of United Technologies» common stock, which may be suspended at any time due to various factors, including market conditions and the level of other investing activities and uses of cash, including in connection with the proposed acquisition of Rockwell; (7) delays and disruption in delivery of materials and services from suppliers; (8) company and customer - directed cost reduction efforts and restructuring costs and savings and other consequences thereof; (9) new business and investment opportunities; (10) our ability to realize the intended benefits of organizational changes; (11) the anticipated benefits of diversification and balance of operations across product lines, regions and industries; (12) the outcome of legal proceedings, investigations and other contingencies; (13) pension plan assumptions and future contributions; (14) the impact of the negotiation of collective bargaining agreements and labor disputes; (15) the effect of changes in political conditions in the U.S. and other countries in which United Technologies and Rockwell Collins operate, including the effect of changes in U.S. trade policies or the U.K.'s pending withdrawal from the EU, on general market conditions, global trade policies and currency exchange rates in the near term and beyond; (16) the effect of changes in tax (including U.S. tax reform enacted on December 22, 2017, which is commonly referred to as the Tax Cuts and Jobs Act of 2017), environmental, regulatory (including among other things import / export) and other laws and regulations in the U.S. and other countries in which United Technologies and Rockwell Collins operate; (17) the ability of United Technologies and Rockwell Collins to receive the required regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the merger) and to satisfy the other conditions to the closing of the pending acquisition on a timely basis or at all; (18) the occurrence of events that may give rise to a right of one or both of United Technologies or Rockwell Collins to terminate the merger agreement, including in circumstances that might require Rockwell Collins to pay a termination fee of $ 695 million to United Technologies or $ 50 million of expense reimbursement; (19) negative effects of the announcement or the completion of the merger on the market price of United Technologies» and / or Rockwell Collins» common stock and / or on their respective financial performance; (20) risks related to Rockwell Collins and United Technologies being restricted in their operation of their businesses while the merger agreement is in effect; (21) risks relating to the value of the United Technologies» shares to be issued in connection with the pending Rockwell acquisition, significant merger costs and / or unknown liabilities; (22) risks associated with third party contracts containing consent and / or other provisions that may be triggered by the Rockwell merger agreement; (23) risks associated with merger - related litigation or appraisal proceedings; and (24) the ability of United Technologies and Rockwell Collins, or the combined company, to retain and hire key personnel.

On April 25th, 2018, Globalstar announced that it has signed a merger agreement with Thermo Acquisitions, Inc., pursuant to which the following assets will be combined with the former: metro fiber provider FiberLight, LLC; 15.5 million shares of common stock of CenturyLink, Inc.; $ 100 million of cash and minority investments in complementary businesses and assets of $ 25 million in exchange for Globalstar's common stock valued at approximately $ 1.65 billion, subject to adjustments.

Maple is offering $ 48 in cash and shares for the TMX, representing a 24 % premium to the LSE merger — which it calls a «takeover» in its press release — as of May 12.

Under the terms of the merger agreement, Dell stockholders will receive $ 13.75 in cash for each share of Dell common stock they hold, plus payment of a special cash dividend of $ 0.13 per share to stockholders of record as of the close of business on Oct. 28, 2013, for total consideration of $ 13.88 per share in cash.

Time Warner shareholders will receive $ 107.50 per share under the terms of the merger, comprised of $ 53.75 per share in cash and $ 53.75 per share in AT&T stock.

Under the terms of the merger agreement, which has been unanimously approved by the Boards of both companies, ILG shareholders will receive $ 14.75 in cash and 0.165 shares of MVW common stock for each ILG share.

(5) Except in connection with a corporate transaction involving the Company (including, without limitation, any stock dividend, stock split, extraordinary cash dividend, recapitalization, reorganization, merger, consolidation, split - up, spin - off, combination, or exchange of shares), the terms of outstanding awards may not be amended to reduce the exercise price of outstanding Options or stock appreciation rights or cancel outstanding Options or stock appreciation rights in exchange for cash, other awards or Options or stock appreciation rights with an exercise price that is less than the exercise price of the original Options or stock appreciation rights without stockholder approval.

In the event of termination of the Merger Agreement under certain circumstances principally related to a failure to obtain required regulatory approvals, the Merger Agreement provides for Facebook to pay WhatsApp a fee of $ 1 billion in cash and to issue to WhatsApp a number of shares of Facebook's Class A common stock equal to $ 1 billion based on the average closing price of the ten trading days preceding such termination date.

ATLANTA & MINNEAPOLIS --(BUSINESS WIRE)-- Nov. 28, 2017 — Arby's Restaurant Group, Inc. («ARG») and Buffalo Wild Wings, Inc. (Nasdaq: BWLD)(«BWW») today announced that the companies have entered into a definitive merger agreement under which ARG will acquire BWLD for $ 157 per share in cash, in a transaction valued at approximately $ 2.9 billion, including BWW's net debt.

In the merger, Coeur issued its shares to acquire Paramount Gold and Silver Corp. in order to obtain its Mexican assets and spun out Paramount Gold and Silver's Nevada assets, including the famed Sleeper Gold Project, along with $ 10 million in cash, thereby giving birth to Paramount Gold Nevada Corp..

The aggregate purchase price for the acquisition is approximately $ 34.0 million consisting of approximately $ 20.4 million in cash and approximately $ 13.6 million in shares of LiveXLive common stock, subject to adjustments as provided in the merger agreement.

Hartford Funds may take certain actions, such as fund mergers or cash distributions treated as a return of capital, which may affect the cost basis of mutual fund shares you hold.

Assuming the conditions to this Offer are satisfied, stockholders would have the choice of (i) tendering their Shares and receiving a fixed cash payment upon the closing of the Offer at a premium to the market price on the day prior to both the announcement of the Offer and the announcement we were seeking to remove the incumbent members of the Board and to elect the Nominees, or (ii) maintaining their investment in the Company and participating in the proposed merger with MediciNova, if it occurs.

Mark Lampert, the general partner of BVF, stated, «The tender offer provides stockholders with a choice if BVF's nominees are elected to the Board: they can either tender their shares for near - term cash at a premium to the market price or they can retain their shares and participate with BVF in the future of Avigen, whether through a merger with MediciNova, as hoped, or otherwise.

Despite purporting to have reduced their use of cash and working to protect stockholders, we believe Avigen will spend nearly $ 20 million, or over $ 0.65 per share, between the time they announced the failure of AV650 and when they supposedly hope to complete a merger.

Speaking on behalf of BVF, Mark Lampert, BVF's General Partner, stated, «As the largest stockholder in Avigen, holding 8,819,600, or approximately 29.63 % of Avigen's outstanding shares, we are worried that this Board is embarking on a path that will use the companies cash and valuable assets in a misguided transaction which offers no downside protection to stockholders — a key feature of the proposed merger with MediciNova.

As proposed by PCI, MathStar's stockholders would receive cash consideration of $ 1.04 per share in the Merger for all of their MathStar shares.

Biotechnology Value Fund, L.P. To Make Tender Offer For Any And All Outstanding Shares Of Avigen At $ 1.00 Per Share Tender Offer provides stockholders with a near - term cash alternative if BVF nominees are elected BVF reaffirms support for downside - protected merger with MediciNova NEW YORK, Jan. 15 / PRNewswire / — Biotechnology Value Fund, L.P. («BVF») announced today that it intends to make a cash tender offer to purchase any and all of the outstanding common stock of Avigen, Inc. (Nasdaq: AVGN — News; «Avigen») that BVF does not own at a price of $ 1.00 per share under the conditions described bShare Tender Offer provides stockholders with a near - term cash alternative if BVF nominees are elected BVF reaffirms support for downside - protected merger with MediciNova NEW YORK, Jan. 15 / PRNewswire / — Biotechnology Value Fund, L.P. («BVF») announced today that it intends to make a cash tender offer to purchase any and all of the outstanding common stock of Avigen, Inc. (Nasdaq: AVGN — News; «Avigen») that BVF does not own at a price of $ 1.00 per share under the conditions described bshare under the conditions described below.

I hung on to 50 shares to watch what happens with the RAI merger, and plowed the resulting cash into some EMR, NOV, PG, & VZ.

SSTI has announced an amended merger, increasing the bid to $ 3.00 per share in cash.

MathStar Inc (OTC: MATH) has received another merger offer from PureChoice, Inc., this one providing for a $ 1.04 per share cash payment to the MATH stockholders.

Rather, TAVF looks for premium prices out of future conversion events such as mergers, spin - offs, divestitures, recapitalizations and share repurchases, including Leveraged Buyouts (LBOs) accomplished via cash tender offers, exchange offers or merger transactions.

Incorporated («Morgan Stanley») as its advisor to assist the Company in exploring strategic alternatives available to the Company for enhancing shareholder value, including but not limited to, continued execution of the Company's business plan, the payment of a cash dividend to the Company's shareholders, a repurchase by the Company of shares of its capital stock, the sale or spin off of Company assets, partnering or other collaboration agreements, a merger, sale or liquidation of, or acquisition by, the Company or other strategic transaction.

The Board made this decision after completing an exhaustive evaluation of various strategic alternatives available to the Company for enhancing stockholder value, including but not limited to, continued execution of the Company's business plan, the payment of a cash dividend to the Company's stockholders, a repurchase by the Company of shares of its capital stock, the sale or spin off of Company assets, partnering or other collaboration agreements, a merger, sale or liquidation of, or acquisition by, the Company or other strategic transaction.

Based upon publicly available information, Icahn Enterprises (which currently has, on a consolidated basis, $ 22.4 billion of assets, including in excess of $ 13 billion in liquid assets, which are cash and marketable securities) hereby proposes to purchase the Company in a merger transaction at $ 15 per share without any financing or due diligence conditions.

Under the terms of the merger agreement AVGN shareholders will have the right to elect to receive an amount currently estimated by AVGN's board at $ 1.24 per share in either cash or secured convertible notes to be issued by MNOV.

Icahn Enterprises (which currently has, on a consolidated basis, $ 22.4 billion of assets, including in excess of $ 13 billion in liquid assets, which are cash and marketable securities) hereby proposes to purchase the Company in a merger transaction at $ 15 per share without any financing or due diligence conditions.

Because of this merger situation now, VXGN will give $ 33.2 Million of its cash for the exchange of 15.6 Million newly created shares of OXGN.

Dividend payments are only one use of a company's free cash flow; other uses of cash include: share repurchases, debt paydown, reinvestment in the business, and mergers and acquisitions.

Based on Marriott's 20 - day VWAP ending March 17th, 2016, the merger transaction has a current value of $ 65.33 per Starwood share, including the $ 2.00 cash per share consideration.

Under the terms of the merger agreement with Marriott, Starwood stockholders would receive 0.92 shares of Marriott International Class A common stock and $ 2.00 in cash for each share of Starwood common stock.

Under the terms of the merger agreement, Starwood shareholders will receive $ 21 in cash and 0.8 shares of Marriott stock for each share of Starwood stock held.

Under the terms of the merger, Com Hem will be merged into Tele2 and each Com Hem share will be converted into the right to receive 1.0374 Class B shares of the surviving company and SEK 37.02 in cash (approximately $ 4.35).

These transactions range from cash and stock mergers to share exchanges, asset sales and purchases, stock or other equity sales and purchases, and joint ventures.

The proposed deal would be structured via a merger of 888 and Rank Group to create a new company, BidCo, which would then acquire William Hill for cash and shares in BidCo.

Under the terms of the merger agreement, Galenica will pay $ 32 per share in cash, or a total of approximately $ 1.53 billion.

Bowmans devised a legal structure that allowed Old Mutual to disburse the funds immediately without having to wait for merger approval from regulators, and also put in place safeguards to ensure it would get its cash back with interest if the loan was not converted into shares.

Calling it a definitive merger, the all - cash deal is worth $ 13.7 billion, or $ 42 per share, of Whole Foods stock.

Under the terms of the proposed merger, CPA ®: 15 stockholders will receive $ 1.25 in cash and 0.2326 of a share of W. P. Carey Inc. common stock for each CPA ®: 15 share held.

In a letter from Simon and Farallon to the Mills board today, the two firms propose a $ 24 per share cash tender offer for Mills» common stock, and an opportunity for Mills» shareholders to exchange their stock for shares of Simon Property Group at a price to be determined at the signing of the merger agreement.