Soundview (NASDAQ:SNDV)
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Charles Schwab and SoundView Technology Group Announce Satisfaction Of
Governmental and Regulatory Approval Condition to Tender Offer
SAN FRANCISCO and OLD GREENWICH, Conn., Jan. 8 /PRNewswire-FirstCall/ -- The
Charles Schwab Corporation , ("Schwab"), and SoundView Technology Group, Inc. ,
("SoundView") today announced that effective January 5, 2004, SoundView had
received the final regulatory approval necessary for the consummation of the
tender offer, which was the approval of the change of ownership application of
SoundView by the NASD. The receipt of the approval from the NASD satisfies the
governmental and regulatory approval condition to the consummation of the tender
offer by a subsidiary of Schwab for all of the outstanding shares of capital
stock of SoundView. All other regulatory notifications (including the Pacific
Exchange and the securities commissions of various states) and waiting periods
(including under the Hart-Scott-Rodino Act) that are required for the
consummation of the tender offer have been completed or expired.
As previously announced, Schwab and SoundView entered into a merger agreement
pursuant to which a wholly owned subsidiary of Schwab, Shakespeare Merger
Corporation, commenced on December 3, 2003 an all cash tender offer for all of
the outstanding shares of capital stock of SoundView at a purchase price of
$15.50 per share, net to the Seller in cash, without interest thereon. The
offer is scheduled to expire at midnight, New York City time, on Friday, January
9, 2004.
This news release is for information purposes only. It does not constitute an
offer to purchase shares of SoundView or a Solicitation/Recommendation
Statement, under the rules and regulations of the Securities and Exchange
Commission. The tender offer is being made only through the Offer to Purchase,
dated December 3, 2003, the Letter of Transmittal enclosed with the Offer to
Purchase and the Supplement to the Offer to Purchase, dated December 31, 2003,
which are available from Georgeson Shareholder Communications, Inc., the
Information Agent for the tender offer, at 17 State Street, Tenth Floor, New
York, NY 10007, toll-free 800-213-0473, or from the Securities and Exchange
Commission's web site at http://www.sec.gov/.
Shakespeare Merger Corporation, a wholly owned subsidiary of Schwab, has filed
with the Securities and Exchange Commission a Tender Offer Statement on Schedule
TO and SoundView has filed a Solicitation/Recommendation Statement on Schedule
14D-9, each of which has been amended. These documents contain important
information and security holders of SoundView are advised to read these
documents carefully before making any decision with respect to the tender offer.
These documents may be obtained free of charge at the Securities and Exchange
Commission's web site at http://www.sec.gov/.
About Charles Schwab
The Charles Schwab Corporation, through Charles Schwab & Co., Inc. (member
SIPC/NYSE), U.S. Trust Corporation, CyberTrader, Inc. (member SIPC/NASD) and its
other operating subsidiaries, provides a broad range of financial and brokerage
services to individual investors, independent investment managers and
institutions. http://www.schwab.com/.
About SoundView Technology Group, Inc.
SoundView Technology Group, Inc. is the parent of SoundView Technology
Corporation, a research-driven securities firm focused on providing
institutional investors with fundamental research on companies in technology,
media, telecom, healthcare and other growth-related industries. Old Greenwich,
Connecticut-based SoundView produces comprehensive sell-side equity research on
approximately 210 companies. On November 19, 2003, SoundView announced an
agreement to be acquired by The Charles Schwab Corporation. For more
information, please see http://www.soundview.com/. (0004-7095)
DATASOURCE: The Charles Schwab Corporation
CONTACT: media, Jennifer Hallahan, 1-212-804-3668, or
, or investors, Richard Fowler, +1-415-636-9869,
or , both of The Charles Schwab Corporation
Web site: http://www.soundview.com/
Web site: http://www.schwab.com/