Griffin Holdings, LLC Announces Waiver of Funding Condition & Five-Day Extension of Tender Offer for Outstanding Shares of Tu...
14 February 2014 - 11:00PM
Marketwired
Griffin Holdings, LLC Announces Waiver of Funding Condition and
Five-Day Extension of Tender Offer for Outstanding Shares of Tufco
Technologies, Inc.
LOS ANGELES, CA--(Marketwired - Feb 14, 2014) - Griffin
Holdings, LLC ("Griffin") announces today that it has waived the
"Funding Condition" described in the Offer to Purchase in
connection with the previously announced tender offer (the "Offer")
by its indirect wholly-owned subsidiary, Packers Acquisition Sub,
Inc. (the "Purchaser"), to purchase all of the outstanding common
shares of Tufco Technologies (NASDAQ: TFCO) ("Tufco"). In addition,
Griffin announces today that it has extended by five business days
the expiration date of the Offer until 12:00 midnight, New York
City time, at the end of the day on February 21, 2014. The Offer
was previously scheduled to expire at 12:00 midnight, New York City
time, at the end of the day on February 13, 2014. All of the other
terms and conditions of the tender offer remain unchanged.
As of 3:00 p.m., New York City time, on February 13, 2014,
approximately 3,628,218 common shares of Tufco had been validly
tendered and not withdrawn pursuant to the tender offer,
representing approximately 84.20 percent of the outstanding common
shares of Tufco. 3,002 common shares of Tufco had been tendered by
notice of guaranteed delivery, which were not accounted for in the
total.
Griffin previously amended the Tender Offer Statement on
Schedule TO and the Offer to Purchase incorporated therein to,
among other things, add Griffin's sole equity holder as a Filing
Person for purposes of the Offer. All amendments to the tender
offer documents are available to the public for free at the SEC's
website and as otherwise described below under "Additional
Information and Where to Find It."
Cautionary Note Regarding Forward-Looking Statements This press
release may contain forward-looking statements. When used in this
press release, the words "can," "will," "intends," "expects," "is
expected," similar expressions and any other statements that are
not historical facts are intended to identify those assertions as
forward-looking statements. Similarly, any statements herein that
describe the proposed transaction, including its financial impact,
and other statements of management's beliefs, intentions or goals
also are forward-looking statements. It is uncertain whether any of
the events anticipated by the forward-looking statements will
transpire or occur, or if any of them do, what impact they will
have on the results of operations and financial condition of the
combined companies or the price of Tufco stock. These
forward-looking statements involve certain risks and uncertainties
that could cause actual results to differ materially from those
indicated in such forward-looking statements, including but not
limited to: the ability of the parties to consummate the proposed
merger and the satisfaction of the conditions precedent to
consummation of the proposed merger; the ability of Griffin and
Purchaser to successfully integrate Tufco's operations, product
lines and technology and realize additional opportunities for
growth; the ability of Griffin and Purchaser to realize synergies
in terms of growth and cost savings; and the other risks and
important factors that could cause actual results to differ
materially from the forward-looking statements. All forward-looking
statements included in this news release are made as of the date
hereof, based on the information available to Griffin as of the
date hereof, and Griffin assumes no obligation to update any
forward-looking statement except as required by law.
Additional Information and Where to Find It This press release
is neither an offer to purchase nor a solicitation of an offer to
sell shares of Tufco. Tufco stockholders are urged to read the
relevant tender offer documents, as amended, because they contain
important information that stockholders should consider before
making any decision regarding tendering their shares. Griffin and
Purchaser have filed tender offer materials with the SEC, including
an Offer to Purchase, a related Letter of Transmittal and certain
other offer documents, as amended. The tender offer materials
contain important information which should be read carefully before
any decision is made with respect to the tender offer. The Offer to
Purchase, the related Letter of Transmittal and certain other offer
documents, as amended, are available to all Tufco stockholders at
no expense to them. The tender offer materials are available for
free at the SEC's website at http://www.sec.gov. In addition, Tufco
stockholders may obtain a free copy of these documents from the
information agent for the tender offer by mailing requests for such
materials to Broadridge Corporate Issuer Solutions, Inc. at P.O.
Box 1317, Brentwood, New York 11717, or by emailing
shareholder@broadridge.com or by calling (855) 795-5068.
Shaun Gabbay Email: Email Contact Phone: 424-245-4423
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