Broadband wireless and wireline communications component maker Anadigics Inc of Warren, NJ, USA says that its board of directors, after consultation with its financial and legal advisors, has unanimously determined that an offer from a third party to acquire the firm for $0.48 per share in cash constitutes a 'Superior Offer' than the prior agreement (announced on 11 November) to be acquired by affiliates of GaAs Labs LLC (which led to an all-cash tender offer on 24 November of $0.35 per share, worth $32m in total).
Anadigics previously announced the expiration on 6 December of the 'go-shop period' defined in the agreement with GaAs Labs, during which Anadigics was permitted to solicit alternative acquisition proposals from third parties, leading to the receipt of acquisition proposals that the board of directors had determined were likely to lead to a superior offer.
In accordance with the terms of the GaAs Labs merger agreement, Anadigics has notified GaAs Labs of its board's intention to effect a change of recommendation and to terminate the agreement. This notice commenced a period of five business day expiring on 22 December during which Anadigics may not change its board's recommendation nor terminate the merger agreement and GaAs Labs has the right to make proposals to Anadigics.
Anadigics notes that there can be no assurance that a transaction with the third party will be consummated or that GaAs Labs will propose any adjustments to its merger agreement.
