Pitney Bowes Completes Tender Offer for Shares of MapInfo
Press release from the issuing company
April 19, 2007 -- STAMFORD, Conn.-- Pitney Bowes Inc. today announced the successful completion of the tender offer by its direct wholly-owned subsidiary, Magellan Acquisition Corp., at $20.25 net per share in cash for all the outstanding shares of common stock of MapInfo Corporation. The offer expired at 12:00 Midnight, New York City time, on April 18, 2007.
The depositary for the offer has advised Pitney Bowes and Magellan Acquisition Corp., that, as of the expiration of the offering period, approximately 20.1 million shares (which includes approximately 1.0 million shares that were tendered pursuant to guaranteed delivery procedures) were validly tendered and not withdrawn in the tender offer. Those shares represent approximately 92.1 percent of MapInfo's outstanding shares (including approximately 4.7 percent of outstanding shares that were tendered pursuant to guaranteed delivery procedures). All validly tendered shares have been accepted for payment in accordance with the terms of the tender offer.
Pitney Bowes intends to complete the acquisition of MapInfo through a "short-form" merger on April 19, 2007 or as soon as practicable thereafter. In order to accomplish the acquisition through a short-form merger, Magellan Acquisition Corp. intends to exercise a "top-up" option granted under the merger agreement with MapInfo which permits it to purchase a limited number of additional shares directly from MapInfo for $20.25 per share (the same purchase price paid in the offer). In the short-form merger all outstanding MapInfo shares not purchased in the tender offer, and not held by a holder who demands appraisal rights for such shares under the Delaware General Corporation Law, will be converted into the right to receive $20.25 net per share in cash. Following the merger, detailed instructions will be mailed to MapInfo stockholders who did not tender during the offer, outlining the steps to be taken to obtain merger consideration or demand appraisal rights.
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