UTStarcom Holdings Corp. ("UTStarcom"
or the "Company") UTSI, a leading provider of media operational
support services and broadband equipment products and services, today
announced that its Board of Directors (the "Board") has received a preliminary
non-binding proposal letter dated March 27, 2013 from one of its Directors,
Mr. Hong Liang Lu, and entities affiliated with him (collectively, "Mr. Lu"),
and Shah Capital Opportunity Fund LP and Himanshu H. Shah (collectively, "Shah
Capital") to acquire all of the outstanding shares of UTStarcom not currently
owned by Mr. Lu or Shah Capital in a going private transaction for $3.20 per
ordinary share in cash, subject to certain conditions.
Mr. Lu and Shah Capital currently own approximately 3.2% and 17.6% of
UTStarcom's ordinary shares, respectively. According to the proposal letter,
the acquisition is intended to be effected through a newly formed acquisition
vehicle and financed through a combination of debt and equity capital.
The Board has formed a special committee of independent directors (the
"Special Committee") consisting of three independent directors, Baichuan Du,
Sean Shao and Linzhen Xie, to consider this proposal. The Special Committee
intends to retain advisors to assist it in its work.
The Board cautions the Company's shareholders and others considering trading
in its securities that the Board just received the non-binding proposal from
Mr. Lu and Shah Capital and that no decisions have been made by the Special
Committee with respect to the Company's response to the proposal. There can be
no assurance that any definitive offer will be made, that any agreement will
be executed or that this or any other transaction will be approved or
consummated. The Company does not undertake any obligation to provide any
updates with respect to the proposal or any other transaction, except as
required under applicable law.
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