This Day On The Street
Continue to site right-arrow
ADVERTISEMENT
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here
TheStreet Open House

Nipro Corporation Commences Cash Tender Offer To Acquire All Outstanding Shares Of Home Diagnostics, Inc. For $11.50 Per Share

Nipro Corporation (Tokyo Stock Exchange and Osaka Stock Exchange Ticker Code 8086), through its wholly-owned subsidiary Nippon Product Acquisition Corporation (the “Purchaser”), today commenced a cash tender offer to purchase all outstanding shares of Home Diagnostics, Inc. (NASDAQ: HDIX) pursuant to an Agreement and Plan of Merger among Nipro, the Purchaser and Home Diagnostics dated February 2, 2010 (the “Merger Agreement”).

Upon the successful completion of the tender offer, stockholders of Home Diagnostics will receive $11.50 in cash, without interest and less any required withholding taxes, for each share of Home Diagnostics common stock tendered in the offer. Following the successful completion of the offer, the Purchaser will be merged with and into Home Diagnostics, with Home Diagnostics continuing as the surviving corporation. As a result of the merger, Home Diagnostics will become a wholly-owned subsidiary of Nipro.

The board of directors of Home Diagnostics has unanimously approved the Merger Agreement and the transactions contemplated thereby and recommended that stockholders tender their shares to the Purchaser pursuant to the tender offer. The directors of Home Diagnostics have also entered into separate Stockholder Agreements with the Nipro and the Purchaser under which each director has agreed to tender all of his Home Diagnostics shares pursuant to the tender offer. The directors party to the Stockholders Agreements held an aggregate of approximately 15.33% of the outstanding Home Diagnostics shares as of February 2, 2010. In addition, Home Diagnostics has granted an option to the Purchaser, exercisable under certain circumstances, to purchase additional shares from Home Diagnostics if after the exercise of the option the Purchaser would own enough shares to effect a short-form merger without a vote of the Home Diagnostics’ stockholders pursuant to Delaware law.

Nipro today filed with the Securities and Exchange Commission a Tender Offer Statement on Schedule TO that provides the terms of the tender offer and explains the procedures by which stockholders may tender their shares and participate in the tender offer. Home Diagnostics has concurrently filed with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9 that includes the recommendation of its board of directors that Home Diagnostics stockholders accept the tender offer and tender their shares to the Purchaser.

1 of 3

Select the service that is right for you!

COMPARE ALL SERVICES
Action Alerts PLUS
Try it NOW

Jim Cramer and Stephanie Link actively manage a real portfolio and reveal their money management tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
  • Weekly roundups
TheStreet Quant Ratings
Try it NOW
Only $49.95/yr

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
  • Upgrade/downgrade alerts
Stocks Under $10
Try it NOW

David Peltier, uncovers low dollar stocks with extraordinary upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
  • Weekly roundups
Dividend Stock Advisor
Try it NOW

Jim Cramer's protege, David Peltier, identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Alerts when market news affect the portfolio
  • Bi-weekly updates with exact steps to take - BUY, HOLD, SELL
Real Money Pro
Try it NOW

All of Real Money, plus 15 more of Wall Street's sharpest minds delivering actionable trading ideas, a comprehensive look at the market, and fundamental and technical analysis.

Product Features:
  • Real Money + Doug Kass Plus 15 more Wall Street Pros
  • Intraday commentary & news
  • Ultra-actionable trading ideas
Options Profits
Try it NOW

Our options trading pros provide daily market commentary and over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.

Product Features:
  • 100+ monthly options trading ideas
  • Actionable options commentary & news
  • Real-time trading community
  • Options TV
To begin commenting right away, you can log in below using your Disqus, Facebook, Twitter, OpenID or Yahoo login credentials. Alternatively, you can post a comment as a "guest" just by entering an email address. Your use of the commenting tool is subject to multiple terms of service/use and privacy policies - see here for more details.
Submit an article to us!
DOW 16,677.90 +216.58 1.32%
S&P 500 1,950.82 +23.71 1.23%
NASDAQ 4,452.7920 +69.9450 1.60%

Brokerage Partners

Rates from Bankrate.com

  • Mortgage
  • Credit Cards
  • Auto

Free Newsletters from TheStreet

My Subscriptions:

After the Bell

Before the Bell

Booyah! Newsletter

Midday Bell

TheStreet Top 10 Stories

Winners & Losers

Register for Newsletters
Top Rated Stocks Top Rated Funds Top Rated ETFs