TODD SHIPYARDS CORPORATION (NYSE: TOD) (“Todd”) and VIGOR INDUSTRIAL LLC (“Vigor”) today announced that the tender offer by Vigor’s wholly owned subsidiary, Nautical Miles, Inc. (“Purchaser”) for all of the outstanding shares of common stock of Todd at a price of $22.27 per share net to the holder in cash, without interest and less any required withholding and transfer taxes, expired at 12:00 midnight, New York City time, on Friday, February 11, 2011. The tender offer was initiated pursuant to an offer to purchase and related letter of transmittal, each dated December 30, 2010, and a merger agreement dated December 22, 2010 among Todd, Vigor, and Purchaser (the “Merger Agreement”).
American Stock Transfer & Trust Company, LLC, the depositary for the offer, has indicated that, as of the February 11th expiration date, approximately 5,121,073 shares of common stock of Todd had been validly tendered and not withdrawn pursuant to the offer, representing approximately 88.4% of the outstanding shares. This satisfies the minimum tender condition of the Merger Agreement which required the tender of approximately 67% of the outstanding shares as a condition to the closing of the offer.
Vigor intends to consummate the closing of the tender offer, top-up option and short-form merger on February 15, 2011.
About Todd Shipyards Corporation
Todd, a Delaware corporation, through its subsidiaries, performs a substantial amount of repair and maintenance work on commercial and federal government vessels and provides new construction and industrial fabrication services for a wide variety of customers. Its customers include the U.S. Navy, the U.S. Coast Guard, the Washington State Ferry system, NOAA, the Alaska Marine Highway System, and various other commercial and governmental customers. Todd has operated a shipyard in Seattle, Washington since 1916 and also operates a shipyard and facilities in Everett and Bremerton, Washington.
About Vigor Industrial LLC
Vigor, an Oregon limited liability company, through its subsidiaries, operates businesses providing ship repair and conversion, barge building, industrial coating, machining, industrial real estate, and fabrication services. Vigor performs ship repair work through Vigor Marine LLC and Cascade General, located at the Portland Shipyard in Portland, Oregon, Washington Marine Repair, located at Port Angeles, Washington, and Vigor Marine Tacoma, located in the Port of Tacoma, Washington. The company also performs ship repair work at locations in San Diego, California, Everett, Washington and Bremerton, Washington. US Barge LLC, a wholly owned Vigor Industrial subsidiary, constructs barges at the Portland Shipyard.