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IRVINE,
Calif. & SAN FRANCISCO--(BUSINESS
WIRE)--Oct. 2, 2007--Printronix,
Inc. (Nasdaq:PTNX), a leading
manufacturer of integrated enterprise
printing solutions for the supply
chain, today announced that
it has signed a definitive agreement
to be acquired by Vector Capital,
a San Francisco-based private
equity boutique specializing
in buyouts, spinouts, and recapitalizations
of established technology businesses.
Under
the terms of the agreement,
Printronix stockholders will
receive $16.00 in cash for each
share of Printronix common stock,
representing a total price of
$108 million. This represents
an approximately 18.3% premium
over the closing price of Printronix
shares on October 1, 2007. The
Board of Directors of Printronix,
acting on the unanimous recommendation
of a Special Committee of independent
directors, has approved the
merger agreement and recommends
that Printronix stockholders
support the transaction. This
agreement represents the culmination
of a process by Printronix,
with the advice and assistance
of Houlihan Lokey Howard &
Zukin Capital, Inc., to solicit
interest in a potential acquisition
of Printronix.
Robert
Kleist, President and CEO and
largest shareholder of Printronix,
and the current executive management
team of Printronix will remain
in their current positions with
the Company.
"We
believe this transaction delivers
outstanding value for our stockholders,
and better positions the Company
to succeed in the global printer
market," said Mr. Kleist.
"Following a comprehensive
review, our Board of Directors
concluded this transaction is
in the best interests of our
Company and our stockholders.
Our management team remains
committed to maintaining our
relationships with our customers,
suppliers and channel partners."
"The
acquisition of Printronix during
this volatile time in the financial
markets exemplifies Vector's
expertise in helping businesses
navigate through complex situations,"
said Amish Mehta, partner at
Vector Capital. "Printronix
is a leader in line-matrix and
thermal printing solutions for
growing enterprises around the
world. With the backing of Vector
Capital and the benefits of
being a private company, Printronix
will now be able to maintain
its sole focus on day to day
business operations, innovation,
and delivering excellent products
and service to the market."
Mr.
Kleist and other members of
senior management are expected
to own approximately 9.9% of
the Company after consummation
of the transaction.
The
closing of this transaction
is subject to various conditions,
including the approval by holders
of a majority of Printronix's
outstanding common stock.
Houlihan
Lokey is acting as financial
advisor to the Special Committee
of the Board of Directors of
Printronix. Stradling Yocca
Carlson & Rauth is acting
as legal advisor to the Special
Committee. O'Melveny & Myers
LLP is acting as legal advisor
to Vector Capital. Amish Mehta,
Partner, and Dominic Ang, Vice
President, are leading Vector's
investment in Printronix.
Additional
Information and Where to Find
It
Printronix
will file a proxy statement
and other documents regarding
the proposed transaction described
in this press release with the
Securities and Exchange Commission
(SEC). Investors and security
holders are advised to read
the proxy statement and such
other materials when they become
available because they will
contain important information
about the acquisition and Printronix.
Investors and security holders
will be able to obtain a free
copy of the proxy statement
and any other documents filed
by the company from the SEC
Web site at www.sec.gov.
Printronix's directors and executive
officers may be deemed to be
participants in the solicitation
of proxies from the stockholders
of Printronix in connection
with the proposed transaction.
Information about the directors
and executive officers of Printronix
is set forth in the proxy statement
for Printronix's 2007 Annual
Meeting of Stockholders, which
was filed with the SEC on July
20, 2007. Investors and security
holders may obtain additional
information regarding the interest
of such participants by reading
the proxy statement regarding
the proposed transaction when
it becomes available.
Conference
Call Information
A
conference call discussing the
transaction hosted by Robert
Kleist, President and CEO, and
George Harwood, Senior Vice
President and CFO, will be held
October 2, 2007 at 11:30am Eastern
Time. The call can be accessed
by calling (800) 218-8862 (U.S.
and Canada) and (303) 262-2127
(International). The conference
call passcode is 11098901. Replay
of the call may be heard from
1:00 PM Eastern Time (October
2 through October 9, 2007).
The replay call-in number is
(800) 405-2236 (U.S. and Canada)
and (303) 590-3000 (International).
The conference call replay passcode
is 11098901.
About
Printronix
Since
1974, Printronix, Inc. has created
innovative printing solutions
for the industrial marketplace
and supply chain. The Company
is the worldwide market leader
in enterprise solutions for
line matrix printing and has
earned an outstanding reputation
for its high-performance thermal
bar code and fanfold laser printing
solutions. Printronix also has
become an established leader
in pioneering technologies,
including radio frequency identification
(RFID) printing, bar code compliance
and networked printer management.
Printronix is headquartered
in Irvine, California. For Company
information, see www.Printronix.com.
About
Vector Capital
Vector
Capital is a leading private
equity firm specializing in
buyouts, spinouts and recapitalizations
of established technology businesses.
Vector identifies and pursues
these complex investments in
both the private and public
markets. Vector actively partners
with management teams to devise
and execute new financial and
business strategies that materially
improve the competitive standing
of these businesses and enhance
their value for employees, customers
and shareholders. Among Vector's
notable investments are Savi
Technology, LANDesk Software,
Corel Corporation (Nasdaq:CREL),
Register.com, and Watchguard
Technologies. For more information,
visit www.vectorcapital.com.
Forward-Looking
Statements
Certain
statements in this press release,
including statements about the
potential benefits of the proposed
acquisition to Printronix stockholders,
customers, partners and employees
and about the expected closing
of the proposed acquisition
and other statements about our
plans, objectives, intentions,
and expectations are "forward-looking
statements" within the
meaning of the Securities Exchange
Act of 1934, as amended. These
forward-looking statements include
statements regarding benefits
of the proposed transaction,
future performance, financing
for the transaction and the
completion of the transaction.
These statements are based on
the current expectations of
management of Printronix. There
are a number of risks and uncertainties
that could cause actual results
to differ materially from the
forward-looking statements included
in this document. For example,
among other things, (1) Printronix
may be unable to obtain regulatory
approvals required for the transaction;
(2) conditions to the closing
of the transaction may not be
satisfied; (3) the transaction
may involve unexpected costs,
unexpected liabilities or unexpected
delays; (4) the businesses of
Printronix may suffer as a result
of uncertainty surrounding the
transaction; and (5) Printronix
may be adversely affected by
other economic, business, and/or
competitive factors. Additional
factors that may affect the
future results of Printronix
are set forth in its filings
with the Securities and Exchange
Commission, which are available
at www.sec.gov. Unless required
by law, Printronix undertakes
no obligation to publicly update
or revise any forward-looking
statements, whether as a result
of new information, future events
or otherwise.
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