FIMI Announces the Results of Its Cash Special Tender Offer for Magal Security Systems Ltd.

Rhea-AI Summary

FIMI Opportunity V and FIMI Israel Opportunity Five announced the results of their cash special tender offer for Magal Security Systems Ltd. (Nasdaq: MAGS), which aimed to purchase 8,669,029 ordinary shares at $3.01 per share. The offer expired on July 2, 2020, but only 235,504 shares (about 1.0% of outstanding shares) were validly tendered, falling short of the minimum requirement of 1,200,000 shares. Therefore, none of the shares will be accepted, and tendered shares will be returned to shareholders.

Positive

• None.

Negative

• Minimum acceptance condition of 1,200,000 shares was not met.
• Only 235,504 shares were tendered, indicating low investor interest.

TEL AVIV, Israel, July 6, 2020 /PRNewswire/ -- FIMI Opportunity V, L.P and FIMI Israel Opportunity Five, Limited Partnership (collectively "FIMI"), the controlling shareholders of Magal Security Systems Ltd. ("Magal") (Nasdaq: MAGS), announced today the final results of their cash special tender offer (the "Offer") to purchase 8,669,029 ordinary shares of Magal for $3.01 per share in cash. The Offer expired on Thursday, July 2, 2020 at 10:00 a.m. New York time.

As of the expiration of the Offer, based on the final results provided by American Stock Transfer & Trust Company, the depositary of the offer, 235,504 Magal shares, or approximately 1.0% of the issued and outstanding shares and voting power of Magal, had been validly tendered and not withdrawn. The Offer included a condition that at least 1,200,000 Magal shares, or approximately 5.2% of the issued and outstanding shares and voting power of Magal, be validly tendered and not withdrawn. The minimum condition of the Offer was not met and therefore none of the tendered shares will be accepted. The tendered shares not previously withdrawn will be returned promptly to their respective tendering shareholders.

Important Information: This is not an offer to buy or the solicitation of an offer to sell any ordinary shares of Magal. The tender offer that is described in this press release has only been made through the Offer to Purchase, Letter of Transmittal and related tender offer documents. All shareholders of Magal should read the tender offer materials which were filed by FIMI on May 22, 2020, as amended. Shareholders of Magal should read the tender offer materials because they contain important information about the tender offer. The tender offer materials and other filed documents are available at no charge on the SEC's website at http://www.sec.gov, and will also be made available without charge to all shareholders by contacting D.F. King & Co., Inc., the information agent for the tender offer, at (800) 814-2879 or (212) 269-5550 (banks and brokers). Shareholders are urged to read these materials carefully before making any decision with respect to the tender offer.

Forward-Looking Statements: This press release may contain forward-looking statements. The accuracy of such statements is subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, but not limited to, the effect of general economic conditions, political events and fluctuations in the share price of Magal. These statements are based on information available at the time of the press release and FIMI undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise (except as required by law).

About FIMI: FIMI is a part of Israel's leading private equity funds. Over the past 24 years the FIMI funds have completed 89 investments. FIMI is currently investing through its sixth fund (a US$ 1.1 billion fund) which focuses on investing in selected mature Israeli or Israeli-related companies with strong growth potential and global footprint, among others in buy-out transactions and turnaround situations.

FIMI Contact:
Address: Alon Towers 2, 94 Yigal Alon St., Tel-Aviv 6789141, Israel
Tel.: +972-3-565-2244
E-mail: Ron@fimi.co.il

 

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SOURCE FIMI

FAQ

What were the results of FIMI's tender offer for Magal Security Systems (MAGS)?

FIMI's tender offer for Magal expired on July 2, 2020, with only 235,504 shares tendered, failing to meet the minimum requirement of 1,200,000 shares.

How much was FIMI's cash tender offer per share for Magal (MAGS)?

FIMI's cash tender offer was $3.01 per share for Magal Security Systems.

Why did FIMI's tender offer not proceed for Magal (MAGS)?

The tender offer was unsuccessful because it did not meet the minimum condition of 1,200,000 shares tendered.

What percentage of Magal shares were validly tendered in FIMI's offer?

Approximately 1.0% of Magal's issued and outstanding shares were validly tendered in the offer.