Steel Excel Inc. Commences Tender Offer For Shares Of IGO, Inc.
SCOTTSDALE, Ariz. & WHITE PLAINS, N.Y., July 25, 2013 (GLOBE NEWSWIRE) -- iGO, Inc. (Nasdaq:IGOI) (the "Company") and Steel Excel Inc. (Other OTC:SXCL) ("Steel") announced today that Steel has commenced a cash tender offer to acquire up to 1,316,866 of the outstanding shares of the Company's common stock, representing a 44.0% ownership position in the Company on a fully-diluted basis, at a price of $3.95 per share.
The tender offer is scheduled to expire at 5:00 p.m., New York City time, on Thursday, August 22, 2013, unless the offer is extended or earlier terminated. Documents with instructions on how Company stockholders may participate in the tender offer will be filed with the Securities and Exchange Commission ("SEC") today and will be mailed or otherwise made available to Company stockholders promptly thereafter.
After the expiration of the offer, provided all conditions to the offer have been met, Company stockholders who validly tendered and did not withdraw their shares prior to the expiration of the offer will receive payment for their tendered shares in cash, payable without interest and less any applicable withholding taxes, subject to proration for tenders by other stockholders if the tender offer is oversubscribed.The tender offer is being made pursuant to the previously announced Stock Purchase and Sale Agreement entered into by the Company and Steel on July 11, 2013 (the "Sale Agreement"). The Sale Agreement and the transactions contemplated thereby, including the tender offer, have been unanimously approved by the boards of directors of both companies. Under the terms of the Sale Agreement, the tender offer is conditioned upon, among other things, the valid tender of at least 897,864 of the outstanding shares of the Company's common stock. If at least 897,864, but less than 1,316,866, of the outstanding shares of the Company's common stock are tendered in the tender offer, Steel is obligated to purchase from the Company newly issued shares of the Company's common stock at the same price per share as paid in the tender offer, such that Steel's interest in the Company following the transaction will constitute 44.0% of the then outstanding shares of the Company's common stock on a fully diluted basis.
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