IRI Shareholders Urged to Tender Shares Before Expiration of Gingko's Subsequent Offering Period on November 21, 2003
2003年11月20日 - 10:30PM
PRニュース・ワイアー (英語)
IRI Shareholders Urged to Tender Shares Before Expiration of
Gingko's Subsequent Offering Period on November 21, 2003
Consideration for Non-Tendering Shareholders may Be Delayed 60-90
Days Until The Merger if They Fail to Tender by This Friday PALO
ALTO, Calif., Nov. 20 /PRNewswire-FirstCall/ -- Gingko Acquisition
Corp. (Gingko) urged all remaining holders of shares of common
stock of Information Resources, Inc. (IRI) to tender all of their
shares before the expiration of the current subsequent offering
period at 12:00 midnight, New York City time, on November 21, 2003.
All shares properly tendered during the subsequent offering period
will be accepted when tendered, and tendering stockholders will be
issued one CVR, and be paid $3.30 in cash, per share promptly
following acceptance. This is the same consideration that Gingko
paid to IRI shareholders who tendered into Gingko's original
offering period. If Gingko does not own at least 90% of the
outstanding IRI shares (or a sufficient number to permit Gingko to
exercise its top-up option) at the expiration of the subsequent
offering period, non-tendering stockholders would likely have to
wait approximately 60 to 90 days to receive in the merger the same
offer price described above. IRI stockholders who have not already
tendered their shares, but want to be sure to receive this same
offer price more quickly, should tender their shares before the
expiration of the subsequent offering period. No shares tendered in
the subsequent offering period may be withdrawn after having been
tendered. After the expiration of the subsequent offering period,
IRI and Gingko are expected to merge, and Gingko's parent
corporation currently owns a sufficient number of IRI's outstanding
common shares to ensure approval of this merger. Pursuant to the
merger, all remaining and non-dissenting IRI stockholders who did
not tender their shares in the original tender offer period would
receive the same CVR and $3.30 in cash per share that were issued
and paid in the tender offer. Stockholders are urged to tender
their shares during the subsequent offering period, so that they
need not be forced to wait approximately 60 to 90 days to receive
Gingko's same offer price in the merger. For more information,
please contact the Information Agent for the offer, acKenzie
Partners, Inc. at 800-322-2885 or 212-929-5500, attn: Dan Burch,
Bob arese or Charles Koons. About Gingko Acquisition Corp. Gingko
Acquisition Corp. is a company formed by Symphony Technology II-A,
.P. and affiliates of Tennenbaum & Co., LLC. About Symphony
Technology Group, LLC Symphony is a leading investor in enterprise
software and services ompanies. Led by entrepreneurs and executives
with strong track records and eep experience in strategy and
operations, Symphony invests in companies that re or can become
market leaders. Symphony applies its strategic and perational
expertise and capital to enable the business transformation of its
ortfolio companies. Through its portfolio company, SymphonyRPM,
Symphony also provides roprietary performance management solutions
and software for the real-time nterprise: solutions that can help
CPG manufacturers and retailers deliver he business outcomes they
most care about such as revenue, margins and ustomer satisfaction
by enabling and automating the analysis, and integration f enormous
quantities of data from retailers and from internal ERP and legacy
ystems, by making it easier to expand the use of marketing data
throughout he company, and by linking marketing decisions to sales,
operations and verall financial performance. More information is
available at ww.symphonytg.com. About Tennenbaum Capital Partners,
LLC Tennenbaum Capital Partners, LLC is a private investment
company based in os Angeles that invests across the capital
structure in both debt and equity f publicly traded and private
companies. The firm currently has approximately 1.7 billion in
long-term capital under management and primarily invests in
ompanies in transition where traditional sources of capital are not
readily vailable. More information is available at
http://www.tennenco.com/. About IRI IRI is a leading provider of
UPC scanner- and panel-based business olutions to the consumer
packaged goods and healthcare industries, offering ervices in the
U.S., Europe and other international markets. IRI supplies CPG nd
pharmaceutical manufacturers, retailers, and brokers with
information and nalysis critical to their sales, marketing, and
supply chain operations. IRI rovides services designed to deliver
value through an enhanced understanding f the consumer to a
majority of the Fortune 500 companies in the CPG industry. ore
information is available at http://www.infores.com/. Certain
Additional Information for Stockholders The solicitation and offer
to purchase Information Resources, Inc. common tock is only made
pursuant to the Offer to Purchase dated September 8, 2003 nd
related materials (including the Registration Statement on Form S-4
and reliminary prospectus dated September 8, 2003 of Information
Resources, Inc. itigation Contingent Payment Rights Trust), each as
amended from time to time. tockholders should read these materials
carefully because they contain mportant information, including the
terms and conditions of the tender offer. tockholders can obtain
the Offer to Purchase and related materials at no cost rom the
SEC's website at http://www.sec.gov/ or from MacKenzie Partners,
the nformation Agent for the tender offer. Forward-Looking
Statements This document contains certain forward-looking
statements about IRI, ingko and/or the ACNielsen lawsuit and the
CVRs. When used in this document, he words "anticipates," "may,"
"can," "believes," "expects," "projects," intends," "likely," and
similar expressions (and any statements at all elating to CVR or
lawsuit proceeds and taxes at the time of any CVR istribution) as
they relate to IRI, Gingko, the management of either such ompany,
the transaction, the ACNielsen lawsuit or the CVRs are intended to
dentify those assertions as forward-looking statements. In making
any such tatements, the person making them believes that its
expectations are based on easonable assumptions. However, any such
statement may be influenced by actors that could cause actual
outcomes and results to be materially ifferent from those projected
or anticipated. These forward-looking tatements are subject to
numerous risks and uncertainties. There are various mportant
factors that could cause actual results to differ materially from
hose in any such forward-looking statements, many of which are
beyond the ontrol of IRI, Gingko, and Symphony, including: the
impact of general conomic conditions in regions in which IRI
currently does business, industry onditions, including competition,
data availability and cost and the ability o renew existing
customer contracts and relationships; fluctuations in xchange rates
and currency values; capital expenditure requirements; egislative
or regulatory requirements, changes in the tax laws, interest ates;
access to capital markets; and the timing of and any value to be
eceived in connection with the ACNielsen lawsuit and the CVRs. The
actual esults or performance by IRI or Gingko, and the actual
proceeds (if any) to e received by IRI in respect of the ACNielsen
lawsuit or the CVRs, could iffer materially from those expressed
in, or implied by, these orward-looking statements. Accordingly, no
assurances can be given that any f the events anticipated by the
forward-looking statements will transpire or ccur, or if any of
them do so, what impact they will have on the results of perations
and financial condition of IRI or Gingko or the outcome of the
CNielsen lawsuit or the proceeds to be received in respect of the
CVRs. DATASOURCE: Gingko Acquisition Corp. CONTACT: Media - Bill
Chisholm for Gingko Acquisition Corp. or Symphony Technology Group,
LLC, +1-650-935-9500, ; or Charlie Koons of MacKenzie Partners,
+1-212-929-5500, , for Gingko Acquisition Corp. Web site:
http://www.tennenco.com/ http://www.infores.com/
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