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TBC Corporation and Midas, Inc. announced today that they received early termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) with respect to TBC’s cash tender offer for all of the shares of common stock of Midas, Inc. (NYSE: MDS) at a price of $11.50 per share on a fully diluted basis. TBC initiated the cash tender offer through its wholly owned subsidiary, Gearshift Merger Corporation, on March 28, 2012.
The expiration of the HSR Act waiting period satisfies one of the conditions to the tender offer, which will expire at 12:00 midnight (New York City time) at the end of Tuesday, April 24, 2012, unless extended in accordance with the merger agreement and the applicable rules and regulations of the SEC. The tender offer is conditioned upon, among other things, there being validly tendered in accordance with the terms of the tender offer and not validly withdrawn prior to the expiration of the tender offer, a majority of the issued and outstanding shares on a fully diluted basis.
The Depositary for the tender offer is Computershare Trust Company, N.A. The Information Agent for the tender offer is D.F. King & Co., Inc. The Dealer-Manager for the tender offer is Morgan Joseph TriArtisan LLC.
About TBC Corporation
Headquartered in Palm Beach Gardens, Fla., TBC Corporation is one of the nation’s largest marketers of automotive replacement tires through a multi-channel strategy. TBC Corporation is a wholesale supplier to independent regional tire retailers and distributors throughout the U.S., Canada and Mexico. Additionally, TBC’s wholesale group operates Carroll Tire, a regional tire wholesale distributor servicing independent tire dealers across the United States. TBC’s Retail Group operates more than 1200 franchised and company-owned tire and automotive service centers under the brands Tire Kingdom
®, Merchant’s Tire & Auto Centers
®, NTB-National Tire & Battery and Big O Tires
®. TBC is owned by Sumitomo Corporation of America (SCOA). SCOA is the largest subsidiary of Sumitomo Corporation (SC), one of Japan’s major integrated trading and investment business enterprises.
Midas is one of the world’s largest providers of automotive service, offering brake, maintenance, tires, exhaust, steering and suspension services at more than 2,250 franchised, licensed and company-owned Midas shops in 14 countries, including nearly 1,500 in the United States and Canada. Midas also owns the SpeeDee Oil Change business, with 161 auto service centers in the United States and Mexico.