PALM BEACH GARDENS, Fla. & ITASCA, Ill. TBC Corp. has purchased all of the shares of Midas Inc. common stock for $11.50 per share as part of its previously announced merger agreement. TBC’s plan to acquire Midas in a $310 million deal was first announced in mid-March.
As of the expiration date for the offer, 9,923,605 shares of common stock of Midas were validly tendered and were not withdrawn (including 326,192 shares tendered pursuant to guaranteed delivery procedures). This represents 68.8 percent of the 14,433,908 shares of Midas stock outstanding as of April 24. All of such shares have been accepted for payment in accordance with the terms of the tender offer.
TBC said it intends to exercise the “top-up” provided in the merger agreement to purchase additional shares from Midas, which will allow TBC to complete and close the merger and acquisition of Midas without stockholder approval. TBC currently expects to pay for the shares accepted for payment pursuant to the tender offer on April 30, and to complete the merger immediately thereafter, at which time Midas will become a wholly owned subsidiary of TBC.
All outstanding shares of common stock of Midas not owned by TBC or eligible Midas’ stockholders will be canceled and converted into the right to receive cash equal to the $11.50 offer price per share. In addition, upon completion of the merger, the common stock of Midas will cease to be traded on the NYSE.