Zebra Technologies Completes Acquisition of Xplore Technologies
14 August 2018 - 2:30PM
Business Wire
Zebra Technologies Corporation (NASDAQ: ZBRA), an innovator at
the edge of the enterprise with solutions and partners that enable
businesses to gain a performance edge, today announced that it has
completed its acquisition of Xplore Technologies Corporation, a
leading developer of semi-, fully- and ultra-rugged tablets, 2-in-1
laptops, and a range of performance matched accessories. Xplore’s
offerings complement Zebra’s industry-leading enterprise mobile
computing, data capture, and printing portfolios, which will now
serve a wider range of enterprise customers and accelerate
growth.
The tender offer for all outstanding shares of common stock of
Xplore at a price of $6.00 per share, net to the seller in cash,
without interest and less any required tax withholding (the
"Offer"), expired as scheduled at 12:00 midnight eastern time at
the end of the day on Monday, August 13, 2018. American Stock
Transfer & Trust Company, the depositary for the Offer, has
advised Zebra that 9,923,943 shares of Xplore common stock were
validly tendered and not properly withdrawn in the Offer,
representing approximately 73.1 percent of the outstanding shares
of Xplore’s common stock on a fully diluted basis (including all
shares underlying Xplore’s outstanding restricted stock units and
stock options). All conditions to the Offer have been satisfied and
on August 14, 2018, Zebra and its wholly owned subsidiary,
Wolfdancer Acquisition Corp. (“Purchaser”) accepted for payment and
will promptly pay for all shares validly tendered and not properly
withdrawn in the Offer.
Following completion of the Offer, Zebra completed the
acquisition of Xplore through the merger of Purchaser with and into
Xplore, without a vote of Xplore’s stockholders pursuant to Section
251(h) of the Delaware General Corporation Law, with Xplore
surviving the merger as a wholly owned subsidiary of Zebra. In
connection with the merger, each share of common stock outstanding
immediately prior to the effective time of the merger (other than
(1) shares owned by Xplore as treasury stock immediately prior to
the effective time of the merger, (2) shares owned by Zebra or
Purchaser at the commencement of the Offer and owned by Zebra or
Purchaser immediately prior to the effective time of the merger or
(3) shares held by any stockholder who has properly demanded and
not otherwise lost appraisal rights under Delaware law) has been
converted into the right to receive the same $6.00 per share in
cash, without interest and less applicable tax withholding, as will
be paid for all shares that were validly tendered and not properly
withdrawn in the Offer. Xplore’s common stock will be delisted from
the Nasdaq Capital Market.
Safe Harbor Statement
This press release contains forward-looking statements, as
defined by the Private Securities Litigation Reform Act of 1995,
including, without limitation, the statements regarding the
company’s outlook. Actual results may differ from those expressed
or implied in the company’s forward-looking statements. These
statements represent estimates only as of the date they were made.
Zebra undertakes no obligation, other than as may be required by
law, to publicly update or revise any forward-looking statements,
whether as a result of new information, future events, changed
circumstances or any other reason after the date of this
release.
These forward-looking statements are based on current
expectations, forecasts and assumptions and are subject to the
risks and uncertainties inherent in Zebra’s industry, market
conditions, general domestic and international economic conditions,
and other factors. These factors include customer acceptance of
Zebra’s hardware and software products and competitors’ product
offerings, and the potential effects of technological changes. The
continued uncertainty over future global economic and trade
conditions, the availability of credit and capital markets
volatility may have adverse effects on Zebra, its suppliers and its
customers. In addition, a disruption in our ability to obtain
products from vendors as a result of supply chain constraints,
natural disasters or other circumstances could restrict sales and
negatively affect customer relationships. Profits and profitability
will be affected by Zebra’s ability to control manufacturing and
operating costs. Because of its debt, interest rates and financial
market conditions will also have an impact on results. Foreign
exchange rates will have an effect on financial results because of
the large percentage of our international sales. The outcome of
litigation in which Zebra may be involved is another factor. The
success of integrating acquisitions could also affect
profitability, reported results and the company’s competitive
position in its industry. These and other factors could have an
adverse effect on Zebra’s sales, gross profit margins and results
of operations and increase the volatility of our financial results.
When used in this release and documents referenced, the words
“anticipate,” “believe,” “outlook,” and “expect” and similar
expressions, as they relate to the company or its management, are
intended to identify such forward-looking statements, but are not
the exclusive means of identifying these statements. Descriptions
of the risks, uncertainties and other factors that could affect the
company’s future operations and results can be found in Zebra’s
filings with the Securities and Exchange Commission, including the
company’s most recent Form 10-K.
About Zebra
Zebra (NASDAQ: ZBRA) empowers the front line of business in
retail/ecommerce, manufacturing, transportation and logistics,
healthcare and other industries to achieve a performance edge. With
more than 10,000 partners across 100 countries, we deliver
industry-tailored, end-to-end solutions that intelligently connect
people, assets and data to help our customers make
business-critical decisions. Our market-leading solutions elevate
the shopping experience, track and manage inventory as well as
improve supply chain efficiency and patient care. Ranked on Forbes’
list of America’s Best Employers for the last three years, Zebra
helps our customers capture their edge. For more information, visit
www.zebra.com or sign up for our news alerts. Follow us on
LinkedIn, Twitter and Facebook.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20180814005372/en/
Zebra
Technologies:Investor Contact:Michael Steele,
CFA, IRCVice President, Investor RelationsPhone: + 1 847 793
6707msteele@zebra.comorMedia Contact:Therese Van
RyneDirector, Global Public RelationsPhone: + 1 847 370
2317therese.vanryne@zebra.com
Xplore Technologies Corp (delisted) (NASDAQ:XPLR)
Historical Stock Chart
Von Mai 2024 bis Jun 2024
Xplore Technologies Corp (delisted) (NASDAQ:XPLR)
Historical Stock Chart
Von Jun 2023 bis Jun 2024