3M and MicroTouch Systems have entered into a definitive agreement under which 3M will acquire MicroTouch Systems, a Methuen, MA-based manufacturer of touch-screen products for approximately $160 million.
3M will commence the transaction with a cash tender offer for 100 percent but not less than a majority of the outstanding MicroTouch shares for $21 per share in cash. If a majority of the outstanding shares are purchased in the tender offer, any remaining MicroTouch shares will be exchanged for cash in the amount of $21 per share in a merger of MicroTouch and 3M’s acquisition subsidiary.
The transaction has been approved by the board of directors of both companies and is subject to approval by the shareholders of MicroTouch, customary closing conditions and regulatory approvals. The transaction is expected to close in early 2001.
Upon completion of the transaction, MicroTouch will become a wholly owned subsidiary of 3M. Simultaneously with the execution of the merger agreement, MicroTouch also granted 3M an option to acquire newly issued shares of MicroTouch common stock in an amount equal to 19.9 percent of the outstanding common stock of MicroTouch. In addition, all directors and certain officers of MicroTouch have entered into agreements to tender their shares to 3M.
Founded in 1982, MicroTouch Systems reported sales of $157.5 million in 1999. MicroTouch operates ISO 9001-certified manufacturing plants at its worldwide headquarters in Methuen, MA and at its European headquarters in Abingdon, England, and also maintains manufacturing facilities in Texas, along with sales offices and distributors in more than 50 countries.
On the Web at www.microtouch.com.