Skullcandy Inc. and Incipio, LLC jointly announced that Incipio had increased its offer price to acquire all the outstanding shares of common stock of Skullcandy from $5.75 per share to $6.10 per share in cash, or a total of approximately $188.6 million.
The revised offer price of $6.10 per share represents approximately a 6 percent premium over the original Incipio offer and approximately a 37 percent premium over Skullcandy’s closing share price on June 22, 2016, the last trading day prior to the announcement of the original merger agreement with Incipio.
The Skullcandy board of directors continues to recommend that Skullcandy’s stockholders accept Purchaser’s offer and tender their shares pursuant to Purchaser’s offer. Skullcandy also announced today that the Skullcandy board of directors no longer deems the proposal received on July 28, 2016 from Mill Road Capital Management LLC to acquire Skullcandy for $6.05 per share in cash to be a “Superior Proposal” as defined in the Merger Agreement.
The tender offer documents and Skullcandy’s solicitation/recommendation statement on Schedule 14D-9 will be amended to reflect the amended terms. The tender offer is being extended and will now expire at 12:00 midnight, New York City time, on Wednesday, August 17, 2016, unless further extended.
American Stock Transfer & Trust Company, LLC, the depository for the tender offer, has advised Incipio and Purchaser that, as of 8:00 p.m., New York City time, on August 2, 2016, 583,764 shares of common stock of Skullcandy were tendered pursuant to the tender offer, which represented approximately 1.74 percent of the outstanding shares of common stock of Skullcandy. Stockholders who have already tendered their shares will receive the benefit of the $6.10 per share price and need not take any action in order to do so.