MAM Software Group, a global provider of on-premise and cloud-based business management solutions for the auto parts, tire and vertical distribution industries, has announced the preliminary results of its cash tender offer, which expired at 5 p.m. EST on Dec. 1.
Based on the preliminary count by the depositary for the tender offer, a total of 2,686,183 shares of the company’s common stock were properly tendered and not properly withdrawn in the tender offer. The tender offer was oversubscribed. In accordance with the terms and conditions of the tender offer, and based on the preliminary count by the depositary, the company expects to repurchase 2 million shares at $7.50 per share on a pro rata basis, except for tenders of odd lots, which will be accepted in full, for a total cost of $15 million, excluding fees and expenses related to the tender offer. As such, the company has determined that the preliminary proration factor for the tender offer is approximately 74.5 percent. The shares expected to be repurchased represent approximately 13.9 percent of the company’s common stock outstanding as of Dec. 1.
The number of shares expected to be purchased in the tender offer and the proration factor referred to above are preliminary and subject to change. The final number of shares to be purchased will be announced following completion of the verification process.
The company also closed on its secured $12 million credit facility with J.P. Morgan Chase Bank, N.A. The credit facility consists of (1) a $2.5 million senior revolving credit facility and (2) a $9.5 million term loan. Both the revolver and the term loan have a three-year term. The proceeds of the credit facility will be used, among other things, to fund the tender offer and to provide for general corporate purposes.