Cisco Systems, Inc. (NASDAQ: CSCO), today announced that its wholly-owned subsidiary, Wonder Acquisition Corp., has commenced its tender offer for all outstanding shares of WebEx Communications, Inc. (NASDAQ: WEBX), at a price of $57.00 per share net to the seller in cash without interest, less brokerage fees and less any required withholding taxes. On March 15, 2007, Cisco and WebEx announced that they had signed a definitive merger agreement for Cisco to acquire WebEx.
The Board of Directors of WebEx had previously unanimously approved the merger agreement and the transactions contemplated thereby, including the tender offer; declared that it is in the best interests of WebEx's stockholders for WebEx to enter into the merger agreement and the transactions contemplated thereby; declared that the tender offer is fair to WebEx's stockholders; and recommended that holders of shares of WebEx common stock accept the offer and tender their shares in the offer.
The tender offer is subject to certain conditions set forth in the Offer to Purchase referenced below, including a minimum share tender condition, the expiration or termination of the Hart-Scott-Rodino waiting period, and the obtainment of applicable approvals under the antitrust, competition or merger control laws of other countries, and other customary conditions, as set forth in the merger agreement.
Unless the tender offer is extended, the tender offer and any withdrawal rights to which WebEx's stockholders may be entitled will expire at 12:00 midnight, New York City time, on April 23, 2007 (which is the end of the day on April 23, 2007). Following the acceptance for payment of shares in the tender offer and completion of the transactions contemplated in the merger agreement, WebEx will become a wholly-owned subsidiary of Cisco.
The complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials filed by Cisco and Wonder Acquisition Corp. with the SEC on March 27, 2007. In addition, on March 27, 2007, WebEx filed a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to the tender offer. Copies of the Offer to Purchase, Letter of Transmittal and other related materials, including the Solicitation/Recommendation Statement, are available free of charge from Georgeson Inc., the information agent for the tender offer, toll-free at (888) 264-7052 (banks and brokers call (212) 440-9800), or Lehman Brothers Inc., the dealer manager for the tender offer, at (888) 610-5877 (toll free). Computershare Trust Company of New York is acting as depositary for the tender offer.
Subscribe to:
Post Comments (Atom)
No comments:
Post a Comment