Message #13 From:
Stock News Bot Date: January 15, 2007 07:28:00 AM
JBL News Jabil Announces Successful Completion of Tender Offer for Taiwan Green Point Enterprises
ST. PETERSBURG, Fla.--(BUSINESS WIRE)--Jabil Circuit, Inc. (NYSE:JBL), a global electronic product solutions
company, announced the successful completion today of the
previously-announced tender offer by one of its wholly owned
subsidiaries to acquire up to 100 percent of the outstanding shares of
Taiwan Green Point Enterprises Co., Ltd. for NT$109 per share. As of
January 12, 2007, approximately 261 million shares of stock were
acquired, representing over 97.6 percent of Taiwan Green Point's
outstanding shares. The tender offer expired as scheduled and was not
extended. The total amount paid for the tendered shares was
approximately $US 871 million, based on current exchange rates. The
entire purchase for the shares was borrowed under Jabil's $1.0 billion
unsecured bridge credit agreement.
It is intended that the remaining Taiwan Green Point shares will be
acquired through the merger of Taiwan Green Point into Jabil's
wholly-owned subsidiary as per the merger agreement signed and announced
on November 22, 2006, provided that certain closing conditions are met.
These conditions include the approvals from the Taiwan Stock Exchange
and the Financial Supervisory Commission and completion of the delisting
process. These conditions are expected to be met in April, 2007. Formal
approval of the merger by Taiwan Green Point's shareholders is not
required because over 90 percent of Taiwan Green Point's outstanding
shares were acquired through the tender offer. The remaining
shareholders will receive NT$109 in cash for their shares at the closing
of the merger.
Approximately 30,000 Taiwan Green Point employees will join Jabil,
including the current management team. The Green Point name will be
retained and will operate as an independent business within Jabil. Jabil
and Taiwan Green Point management will jointly market their integrated
services.
Citigroup Global Markets Inc. acted as the financial advisor to Jabil in
this transaction, and Holland & Knight LLP assisted by Tsar & Tsai acted
as Jabil's legal counsel on the transaction.
This news release contains forward-looking statements, including
those regarding our closing the subsequent merger with Taiwan Green
Point, Taiwan Green Point operating as an independent business unit and
our marketing our integrated services and other statements.These
statements are based on current expectations, forecasts and assumptions
involving risks and uncertainties that could cause actual outcomes and
results to differ materially.These risks and uncertainties
include, but are not limited to: our ability to successfully address the
challenges associated with integrating the acquisition; our ability to
take advantage of perceived benefits of offering customers our expanded
services after the acquisition; the finalization of our fiscal year 2006
financial statements and the audit thereof and the results of the review
of our past stock option grants being conducted by a Special Committee
of our Board and Governmental Authorities and the review of historical
recognition of certain revenues by our Audit Committee;whether
our announced realignment of certain of our capacities will adversely
affect our cost structure, ability to service customers and labor
relations; our ability to take advantage of perceived benefits of
offering customers vertically integrated services; our ability to
effectively address certain operational issues that have adversely
affected certain of our operations; changes in technology; competition;
managing rapid growth; risks associated with international sales and
operations; retaining key personnel; our dependence on a limited number
of large customers; business and competitive factors generally affecting
the electronic manufacturing services industry, our customers and our
business; other factors that we may not have currently identified or
quantified; and other risks, relevant factors and uncertainties
identified in our Annual Report on Form 10-K for the fiscal year ended
August 31, 2005, subsequent Reports on Form 10-Q and Form 8-K and our
other securities filings. We disclaim any intention or obligation to
update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
