Intertainment (TG:ITN)
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InterTAN to Be Acquired By Circuit City Stores, Inc. Tender Offer
For US $14 Per Share
BARRIE, Ontario, March 31 /PRNewswire-FirstCall/ -- InterTAN, Inc. (NYSE: ITN;
TSX: ITA), a leading consumer electronics retailer of both private-label and
internationally branded products, today announced that it has entered into a
definitive agreement under which Circuit City Stores, Inc., will acquire
InterTAN in a cash tender offer for US $14 per InterTAN common share, or
approximately US $284 million (approximately Cdn. $371 million). The boards of
directors of both companies have voted in favor of the transaction. Under the
terms of the agreement, Circuit City will commence a tender offer to acquire all
outstanding shares of InterTAN common stock. The tender offer will be
conditioned upon at least a majority of the fully diluted shares being tendered.
If successful, the tender offer will be followed by a merger in which the
holders of the remaining outstanding shares of InterTAN common stock will
receive $14 per share in cash. The transaction is contingent upon customary
closing conditions, including regulatory and other standard approvals.
Circuit City, which operates 599 superstores throughout the United States,
plans, subject to completion of the tender offer, to introduce InterTAN's
private-label products into its Circuit City Superstores by Fall, 2004.
"We are very excited with the potential of our association with Circuit City,"
said Brian E. Levy, President and Chief Executive Officer of InterTAN, Inc.
"Our two companies' strengths complement one another, and we believe this
transaction represents a great opportunity for both our teams and our
shareholders," Levy concluded.
"The combination of Circuit City andInterTAN builds on the core competencies of
both companies," said W. Alan McCollough, Circuit City's Chairman, President,
and Chief Executive Officer. "We welcome the InterTAN team to the Circuit City
family," McCollough said.
Scotia Capital Inc. is serving as InterTAN's financial advisor, and Banc of
America Securities LLC is serving as the financial advisor to Circuit City.
Further information on the transaction can be found online at
http://www.intertan.com/.
InterTAN, Inc., headquartered in Barrie, Ontario, operates through approximately
980 company retail stores and dealer outlets in Canada under the trade names
RadioShack(R), Rogers Plus(R), and Battery Plus(R).
Certain information disclosed in this press release, including statements
regarding the proposed acquisition of InterTAN, and the entry of InterTAN
products into the U.S. market constitutes forward-looking statements that
involve risks and uncertainties. Important factors that could cause actual
results to differ materially from those in the forward-looking statements
include, but are not limited to, the failure to complete the tender offer or to
complete it in a timely manner, U.S. consumer acceptance of and demand and
preference for InterTAN sourced products, product availability, development of
new technology, global political and economic conditions, and other risks
indicated in filings with the Securities and Exchange Commission such as
InterTAN's previously filed periodic reports, including its Form 10-K for the
2003fiscal year.
Additional Information
This announcement is neither an offer to purchase nor a solicitation of an offer
to sell securities of InterTAN. At the time the offer is commenced, Circuit
City will file a tender offer statement with the U.S. Securities and Exchange
Commission and Canadian security regulatory authorities and InterTAN will file a
solicitation/recommendation statement with respect to the offer. Investors and
InterTAN stockholders are strongly advised to read the tender offer statement
(including an offer to purchase, letter of transmittal and related tender
documents) and the related solicitation/recommendation statement when they are
available because they will contain important information. These documents will
be made available to all InterTAN stockholders at no expense to them and, when
available, may be obtained at no charge at the SEC's Web site at
http://www.sec.gov/ and at the Canadian Securities Administrator's SEDAR Web
site at http://www.sedar.com/ or from InterTAN either at its website at
http://www.intertan.com/ or by directing a request to InterTAN, Inc., 279
Bayview Drive, Barrie, Ontario, Canada L4M 4W5.
DATASOURCE: InterTAN, Inc.
CONTACT: James P. Maddox, C.A., Vice President and Chief Financial
Officer of IterTAN, +1-705-728-7111
Web site: http://www.intertan.com/