Salient Federal Solutions announced last Friday that it finalized the acquisition of ATS Corporation. Earlier that day, ATSC’s outstanding shares of common stock valued at $3.20 per share had expired.
At 11:59 pm on March 29, New York City time, the tender offer expired with Wells Fargo Bank, N.A., the depositary for the tender offer, advising that 22,552,686 shares of ATSC common stock (including approximately 215,861 shares subject to guarantees of delivery) had been validly tendered and not properly withdrawn, representing approximately 97% of the outstanding shares of ATSC.
Per the definitive merger agreement, Salient’s next move was to begin the process of effecting a “short-form” merger under Delaware law, pursuant to which Purchaser will merge with and into ATSC. The merger happened later that day completing the acquisition.
Salient commenced a cash tender offer to acquire ATSC’s outstanding shares of stock on Feb. 28, seven days after ATSC announced that it had entered a merger agreement with the company on Feb. 21. The $3.20 per share net to the seller in cash was without interest and less any required withholding taxes. Upon completion of the merger, ATSC’s common stock will cease trading on the NYSE AMEX.
