DTS, Inc. (Nasdaq:DTSI), a leader in high-definition audio, and SRS Labs, Inc. (Nasdaq:SRSL), a leader in audio processing and enhancement technologies, today announced that SRS stockholders that wish to make an election with respect to the consideration to be received in the proposed merger with DTS (the “Merger”) must deliver a properly completed election form to Computershare by 5:00 p.m., New York City time, on July 16, 2012 (the “Election Deadline”). Subject to SRS stockholder approval and other customary closing conditions, DTS and SRS expect to close the Merger on July 20, 2012.
SRS stockholders who hold their shares through a bank, broker or other nominee may have an election deadline earlier than the Election Deadline. These stockholders should carefully review any materials they receive from their bank, broker or other nominee to determine the election deadline applicable to them.
As previously announced, on April 16, 2012, SRS entered into an Agreement and Plan of Merger and Reorganization (“Merger Agreement”) with DTS, DTS Merger Sub, Inc. and DTS LLC. Pursuant to the terms of the Merger Agreement, if the Merger is completed, SRS stockholders are entitled to receive for each share of SRS common stock they hold at the effective time of the Merger, either (i) $9.50 in cash, without interest and less any applicable withholding taxes (“Per Share Cash Consideration”) or (ii) 0.31127 of a share (“Per Share Stock Consideration”) of DTS common stock. SRS stockholders may elect to receive their payment in cash or stock or a combination thereof, subject to proration based on the requirement in the Merger Agreement that 50% of the total shares of SRS common stock issued and outstanding immediately prior to the effective time of the Merger be converted into the right to receive the Per Share Cash Consideration and 50% of the total shares of SRS common stock issued and outstanding immediately prior to the effective time of the Merger be converted into the right to receive the Per Share Stock Consideration. As a result, notwithstanding the election of an SRS stockholder to receive all cash or all stock or a combination thereof, if either the cash election or the stock election is oversubscribed or undersubscribed, then an SRS stockholder may receive a combination of cash consideration or stock consideration that is different from what he, she or it may have elected, depending on the elections made by other SRS stockholders.
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