Results of the MaxPoint Interactive Tender Offer
10 October 2017 - 1:43AM
MaxPoint Interactive (NASDAQ:MXPT) today announced the tender
results as of one minute after 11:59 p.m., New York City time, on
October 6, 2017, of the all-cash tender offer from Valassis,
through its parent company, Harland Clarke Holdings, of all of
MaxPoint’s common stock.
According to Computershare Trust Company, N.A., the depositary
for the offer, 5,431,026 shares of MaxPoint’s common stock were
validly tendered and not properly withdrawn as of one minute after
11:59 p.m., New York City time, on October 6, 2017, representing
approximately 79.8% of MaxPoint’s total outstanding shares.
It is expected that the 5,431,026 shares of common stock validly
tendered and not properly withdrawn will be accepted for payment of
$13.86 per share, that the parties will close the merger on October
10, 2017 and that the depositary will promptly issue payment after
closing for the shares validly tendered and accepted for payment
under the tender offer. In addition, effective immediately prior to
the closing of the merger, each share of MaxPoint common stock not
tendered in the offer (other than shares held by MaxPoint
stockholders who validly exercised appraisal rights under Delaware
law with respect to such shares) will be converted into the right
to receive $13.86 in cash, without interest and less any applicable
withholding taxes. A check for the cash payment payable in respect
of such book-entry shares not tendered in the offer is expected to
be delivered after the closing of the merger.
About MaxPoint
MaxPoint is a marketing technology company that generates
hyperlocal intelligence to optimize brand and retail performance.
We provide a platform for brands to connect the digital world with
the physical world through hyperlocal execution, measurement, and
consumer insights.
The company’s proprietary Digital Zip® technology and the
MaxPoint Intelligence Platform™ predict the most likely buyers of a
specific product at a particular retail location and then execute
cross-channel digital marketing programs to reach these buyers. For
more information, visit maxpoint.com.
Contact Information
For MaxPoint:
Media Contact:Patrick FoardeKetchum for
MaxPointpatrick.foarde@ketchum.com(404) 879-9254
Investor Relations Contact:Denise Garciair@maxpoint.com(800)
916-9960
Forward-looking Statements
Statements in this document that are not strictly historical,
including statements regarding shares accepted for payment, the
closing of the proposed acquisition, payments made following the
closing, and any other statements regarding events or developments
that we believe or anticipate will or may occur in the future, may
be “forward-looking” statements within the meaning of the federal
securities laws, and involve a number of risks and uncertainties.
There are a number of important factors that could cause actual
events to differ materially from those suggested or indicated by
such forward-looking statements and you should not place undue
reliance on any such forward-looking statements. These factors
include risks and uncertainties related to, among other things:
general economic conditions and conditions affecting the industry
in which MaxPoint operates; the parties’ ability to satisfy the
conditions to the merger agreement and consummate the transaction
and the timing thereof; and the availability of financing on
attractive terms or at all. Additional information regarding the
factors that may cause actual results to differ materially from
these forward-looking statements is available in MaxPoint’s filings
with the Securities and Exchange Commission (the “SEC”), including
its Annual Report on Form 10-K for the year ended December 31, 2016
and Quarterly Report on Form 10-Q for the quarter ended June 30,
2017. The forward-looking statements made herein speak only as of
the date hereof and MaxPoint, or any of its affiliates, does not
assume any obligation to update or revise any forward-looking
statement, whether as a result of new information, future events
and developments or otherwise, except as required by law.
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