MIT Capital Inc. Commences Tender Offer For All Outstanding Shares Of Meade
-- Previously-Announced Offer Price of $3.65 Per Share in Cash --
SAN JOSE, Calif., June 21, 2013
SAN JOSE, Calif., June 21, 2013 /PRNewswire/ --VictoryOne Inc., a Delaware
corporation ("Purchaser") and a wholly-owned subsidiary of MIT Capital Inc.
("Parent"), a California corporation, (together "Parent" and "Purchaser"
referred to herein as "MITC"), today commences the purchase of all outstanding
shares of common stock, par value $0.01 per share (the "Shares"), of Meade
Instruments Corp., a Delaware corporation ("Meade"), at a purchase price of
$3.65 per Share, net to the seller in cash, without interest, upon the terms
and subject to the conditions set forth in the Offer to Purchase, dated June
20, 2013 (the "Offer to Purchase"), and in the related Letter of Transmittal
(which, together with the Offer to Purchase, as each may be amended or
supplemented from time to time, collectively constitute the "Offer").
The tender offer and withdrawal rights are scheduled to expire at 12:00
Midnight, New York City time, on Friday, July19, 2013, unless extended or
earlier terminated in accordance with the terms of the merger agreement.
Today, MITC is filing with the Securities and Exchange Commission (the "SEC")
a tender offer statement on Schedule TO, including an offer to purchase and
related letter of transmittal, setting forth in detail the terms of the offer.
Copies of the offer to purchase, letter of transmittal and other related
material are available free of charge from VStock Transfer, LLC, the
information agent for the tender offer (212) 828-8436 (banks and brokerage
firms) or (855) 987-8625 (all others).
About MIT Capital
MITC and its affiliates sell, manufacturer, and distribute laser and optics
products, data logger, and other instruments globally and in emerging markets.
Led by the award-winning entrepreneur and well established business leader
Jason Tian, MITC and its affiliates have extensive sales and distribution
channels, financial resources, manufacturing facilities and expansion
capabilities, and a deep management team focused on developing technologies
and products marketable and desired by their customers.
Important Additional Information
This press release is neither an offer to purchase nor a solicitation of an
offer to sell shares of common stock of Meade. The offer to buy securities of
Meade described in this press release will be made only pursuant to the offer
to purchase and related materials that MITC has filed on Schedule TO with the
SEC. Investors and stockholders may obtain free copies of the Schedule TO
which may be amended or supplemented from time to time, and other documents
filed by the parties (when available), at the SEC's Web site at www.sec.gov or
by directing such requests to VStock Transfer, LLC, the information agent for
the tender offer: (212) 828-8436 (banks and brokerage firms) or (855) 987-8625
Cautionary Statement Concerning Forward-Looking Statements
The information contained in this press release is as of June 21, 2013. MITC
assumes no obligation to update any forward-looking statements contained in
this press release as a result of new information or future events or
Statements in this press release that relate to future results and events are
forward-looking statements made within the meaning of Section 21E of the
Securities Exchange Act of 1934 based on MITC's and Meade's current
expectations regarding the proposed transaction. Actual results and events in
future periods may differ materially from those expressed or implied by these
forward-looking statements because of a number of risks, uncertainties and
other factors. Such forward-looking statements include, but are not limited
to, statements about expectations of a potential transaction involving MITC
and Meade, including satisfaction of conditions, future financial and
operating results, MITC's plans, objectives, expectations (financial or
otherwise) and intentions relating to the potential transaction and other
statements that are not historical facts. There can be no assurances that a
transaction will be consummated. Other risks, uncertainties and assumptions
include the possibility that expected benefits may not materialize as
expected; that the transaction may not be timely completed, if at all; that,
prior to the completion of the transaction, if at all, MITC's business may
experience significant disruptions due to transaction-related uncertainty or
other factors that the parties are unable to successfully implement
integration strategies; and other risks that are described in Meade's Form
10-K and in its subsequently filed SEC reports. MITC does not undertake any
obligation to update these forward-looking statements except to the extent
otherwise required by law. Nothing herein shall be deemed to be a forecast,
projection or estimate of the future financial performance of MITC, Meade or
the combined entity following the completion of the tender offer.
MIT Capital Inc.
97 E Brokaw Rd, Suite 210
San Jose, CA 95112
TerraNova Capital Partners
SOURCE MIT Capital Inc.
Press spacebar to pause and continue. Press esc to stop.