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SUBSEQUENT EVENT
9 Months Ended
Jul. 02, 2021
SUBSEQUENT EVENT  
SUBSEQUENT EVENT

NOTE 14—SUBSEQUENT EVENT

On August 12, 2021, the Company entered into a definitive merger agreement (the “Merger Agreement”) with Creation Technologies International Inc. (“Parent”), Creation Technologies Inc. (the “Guarantor”) and CTI Acquisition Corp., a wholly-owned subsidiary of Parent (“Purchaser”), under which Purchaser will acquire all outstanding shares of the Company’s common stock for $15.35 per share in cash, representing an implied fully diluted equity value of approximately $174 million. The transaction is structured as a tender offer followed by a merger (collectively, the “Transaction”). The Transaction, which was unanimously approved by the Company’s Board of Directors upon recommendation by a Special Committee of the Board, is expected to close by early October 2021 assuming the satisfaction of all conditions.

Under the terms of the Merger Agreement, the Board of Directors, with the assistance of its financial advisor, will conduct a 35-day “go-shop” expiring September 16, 2021, during which it will actively initiate, solicit, facilitate, encourage and evaluate alternative acquisition proposals, and potentially enter into negotiations with any parties that offer alternative acquisition proposals. The Company will have the right to terminate the Merger Agreement to accept a superior proposal, subject to the terms and conditions of the Merger Agreement. If the Company terminates the Merger Agreement, it must pay Parent a customary termination fee that varies in amount depending on whether or not the superior proposal results from the go-shop. In addition, the Merger Agreement provides Parent a customary right to match a superior proposal. There can be no assurance that this “go-shop” process will result in a superior proposal or that

the Transaction with Parent or any other transaction will be approved or completed. Except as required by law, the Company does not intend to disclose developments with respect to the solicitation process unless and until the Board of Directors makes a determination requiring further disclosure.

Under the terms of the Merger Agreement, Purchaser will commence a tender offer to purchase all of the outstanding shares IEC common stock for $15.35 per share in cash (the “Offer”). The proposed Transaction is subject to, among other customary closing conditions, the tender to Purchaser by the Company’s stockholders of shares representing more than two-thirds of the total number of the Company’s outstanding shares, the expiration or termination of the Hart-Scott-Rodino waiting period, and other customary conditions. Following completion of the Transaction, the Company will become a privately-held company and its shares of common stock will no longer be listed on any public market.

See Item IA. Risk Factors for further discussion of the risks related to the Transaction.