Snapfish, LLC Successfully Completes Cash Tender Offer for Shares of CafePress Inc.
10 November 2018 - 12:45AM
Snapfish, LLC (“Snapfish”), premier personalized photo service,
today announced that its wholly-owned subsidiary, Snapfish Merger
Sub, Inc. (“Purchaser”), successfully completed its tender offer
for all the outstanding shares of common stock (“Shares”) of
CafePress Inc. (NASDAQ: PRSS) (“CafePress” or the “Company”) at a
price of $1.48 per share, net to the seller in cash, without
interest but subject to any required withholding taxes. CafePress
is a leading retailer of engaging merchandise and personalized
gifts.
As of the expiration of the tender offer at one
minute after 11:59 p.m., New York City time, on November 8, 2018,
the depositary for the tender offer advised Purchaser
that 14,235,152 Shares were validly tendered and not
withdrawn in the tender offer, representing approximately
82.9% of the currently outstanding Shares (not including
90,620 Shares delivered through Notices of Guaranteed
Delivery, representing approximately 0.5% of the Shares
outstanding). The minimum tender condition as well as all other
conditions to the tender offer were satisfied. As a result,
Purchaser has accepted for payment and will promptly pay for all
validly tendered Shares.
Snapfish intends to cause Purchaser to be merged
with and into CafePress under Section 251(h) of the General
Corporation Law as promptly as practicable today, with CafePress
continuing as the surviving corporation. As a result of the
completion of the merger, all remaining eligible Shares will be
canceled and converted into the right to receive $1.48 per share in
cash, without interest but subject to any required withholding
taxes, the same price that was paid in the tender offer (eligible
Shares exclude those for which holders properly demanded appraisal
under Delaware law and those held by CafePress, Snapfish, Purchaser
or any other subsidiary of Snapfish). As a result of the merger,
CafePress common stock will no longer be traded on The Nasdaq
Global Select Market or any other public market.
“We are thrilled that we will complete the
acquisition of CafePress,” said Jasbir Patel, President & CEO
of Snapfish. “We are excited to start the next phase of our journey
as a combined group.”
CafePress will operate as a wholly-owned
subsidiary of Snapfish, with facilities in Louisville, KY.
Snapfish was represented in the transaction by
its legal counsel, Arent Fox LLP, and CafePress was represented in
the transaction by its financial advisor, Needham & Co, and its
legal counsel, Pillsbury Winthrop Shaw Pittman LLP.
About
SnapfishHeadquartered in San Francisco, Ca.,
Snapfish is a global leader in online photo printing services.
Founded in 1999, it provides high-quality photo products to
consumers looking for great value and selection. The company
operates in multiple countries around the world and supports
blue-chip companies’ photo efforts. For more information, visit
www.Snapfish.com
About CafePress
(PRSS)At CafePress, our mission is to create
human connection by inspiring people to express themselves. We
believe a coffee mug can start a conversation and a t-shirt can
ignite a movement. For more information, visit
www.cafepress.com.
Founded in 1999 and based in Louisville,
Ky., CafePress is the recognized pioneer of customizable
products. Our global online platform enables people to express
themselves through engaging community generated designs and
licensed and personalized one-of-a-kind products.
Snapfish
ContactsStakeholder Relations:Snapfish,
LLCJeffrey Simjsim@snapfish-llc.com
CafePress ContactsMedia
Relations: CafePress Inc. pr@cafepress.com
Investor Relations: CafePress
Inc. Phil Milliner 502-822-7503 pmilliner@cafepress.com
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