ALJ Regional Holdings, Inc. (Pink Sheets: ALJJ) (“
”) announced today the final results of its modified “Dutch auction” tender offer, which expired at 12:00 midnight, New York City time, on February 8, 2013. ALJ has accepted for payment an aggregate of 30,000,000 shares of its common stock at a purchase price of $0.84 per share.
These shares represent approximately 52.2% of the shares issued and outstanding as of November 19, 2012.
ALJ has been informed by the depositary for the tender offer that the final proration factor for the tender offer is approximately 90.8 percent.
Based on the final count by the depositary (and excluding any conditional tenders that were not accepted due to the specified condition not being satisfied), 33,052,764 shares were properly tendered and not withdrawn at or below a price of $0.84 per share. All shares tendered and delivered at prices above $0.84 will be returned promptly to shareholders by the depositary. The depositary is expected to pay within two business days for the shares accepted for purchase. Following the completion of the tender offer, ALJ will have 27,446,598 shares of common stock issued and outstanding (29,646,598 on a fully diluted basis) and approximately $27.8 million in cash and receivables.
AST Phoenix Advisors is the Company’s information agent for the tender offer, and the depositary is American Stock Transfer & Trust Company, LLC. Any questions with regard to the tender offer may be directed to the information agent – banks and brokers, call (212) 493-3910, all others, call toll free (877) 478-5038.
This announcement contains, or may contain, “forward-looking statements.” Generally, the words “believe,” “anticipate,” “expect,” “may,” “should,” “could,” “will,” and other future-oriented terms identify forward-looking statements. Forward-looking statements include, but are not limited to, statements relating to the following: (i) the timing of payment for shares; (ii) the timing of return of shares tendered but not accepted for purchase; and (iii) assumptions underlying any of the foregoing statements.