Business
Company announces agreement to be acquired
Company announces agreement to be acquired.
About this update from Tatton Asset Management Plc
[{"type":"text","content":"\n \nRNS Number : 5611N Titanium Asset Management Corp 09 September 2013 \n \n\nTitanium Asset Management Corp. \n \nCompany announces agreement to be acquired by TAMCO Holdings, LLC\n \nMilwaukee, WI - September 9, 2013 - Titanium Asset Management Corp. (AIM - TAM) (the \"Company\") and TAMCO Holdings, LLC (\"Parent\") announces that the Company, Parent and TAMCO Acquisition, LLC, a wholly owned subsidiary of Parent (\"Purchaser\"), have entered into a merger agreement (the \"Merger Agreement\") pursuant to which Purchaser will commence a tender offer (the \"Offer\") for all the outstanding shares of common stock of the Company at a price of $1.08 per share, net to the seller in cash without interest. The Offer is expected to commence within the next 5 business days. \nFollowing completion of the Offer and the satisfaction or waiver of certain conditions, the Company will merge (the \"Merger\") with and into Purchaser, and all outstanding shares of the Company's common stock, other than shares held by Parent or Purchaser and shares held by the Company's stockholders who are entitled to and have properly exercised appraisal rights under Delaware law, will be automatically cancelled and converted into the right to receive $1.08 per share in cash. In certain cases, the parties have agreed to proceed with a one-step merger transaction if the Offer is not completed.\nAfter due consideration, a special committee comprised solely of independent and disinterested directors of the Company, and the board of directors of the Company in accordance with the recommendation of the special committee, approved the Merger Agreement, the Offer, the Merger, and the other transactions contemplated by the Merger Agreement and determined that the terms of the Merger Agreement, the Offer, the Merger and the transactions contemplated by the Merger Agreement are advisable, fair to and in the best interests of the unaffiliated stockholders of the Company. After consultation with the Company's nominated adviser, the directors of the Company (other than any director who is involved in the transaction as a related party) consider the terms of the transaction contemplated by the Merger Agreement to be fair and reasonable in so far as its shareholders are concerned.\nParent is an entity principally owned and controlled ...