Anaren, Inc. (NASDAQ: ANEN) has signed a merger agreement to be acquired by an affiliate of The Veritas Capital Fund IV, L.P. (Veritas Capital) for $28.00 per share in cash.
The purchase price reflects a premium of approximately 12.4 percent over the closing price of Anaren common stock of $24.91 on November 1, 2013, the last day of trading prior to this announcement, a 42.8 percent premium over the closing price of Anaren common stock of $19.61 on April 15, 2013, which was the last close of trading before Vintage Capital Management, LLC (Vintage Capital) made an offer of $23.00 per share following the close of trading on April 15, 2013, and a 21.7 percent premium over the $23.00 per share offer from Vintage Capital. The transaction is valued at approximately $381 million. The Independent Committee of Anaren´s board of directors unanimously recommended and the board unanimously approved the merger agreement.
The transaction is subject to Anaren shareholder approval, and is also subject to customary regulatory and other closing conditions. The transaction is not subject to any financing conditions.
The company and the Independent Committee´s financial and legal advisors are Moelis & company LLC, Houlihan Lokey Capital, Inc., Bond Schoeneck & King, PLLC and Dorsey & Whitney LLP, respectively. Veritas Capital´s legal advisor is Skadden, Arps, Slate, Meagher & Flom LLP.
Anaren designs, develops, manufactures and sells highly integrated microwave components, assemblies and subsystems for the wireless communications, satellite communications and defense electronics markets. For more information on Anaren´s products, visit our Web site at www.anaren.com.
Founded in 1992 and headquartered in New York, Veritas Capital is a leading private equity investment firm that invests in companies that provide critical products and services to government and commercial customers worldwide. Since 1992, Veritas has been involved as the lead investor in over 65 transactions totaling approximately $16 billion in value. For more information, visit http://www.veritascapital.com.