Tender Offer Extension for Acquisition of Maxwell Technologies, Inc.
April 08 2019 - 5:29PM
Tesla, Inc. today announced that it has extended the expiration of
its previously announced offer, through its direct wholly-owned
subsidiary Cambria Acquisition Corp., a Delaware corporation, to
acquire each outstanding share of common stock of Maxwell
Technologies, Inc.
The offer is now scheduled to expire at 11:59
p.m., Eastern time, on May 15, 2019, unless it is further extended
or earlier terminated in accordance with the merger agreement. The
offer, as previously extended, was scheduled to expire at 11:59
p.m., Eastern time, on April 10, 2019. Tesla is extending the
offer, so that its expiration is no earlier than the filing of
Tesla’s Quarterly Report on Form 10-Q for the quarter ended March
31, 2019 with the Securities and Exchange Commission. The closing
of the offer remains subject to customary closing conditions,
including the effectiveness of the registration statement of which
the prospects/offer to exchange forms a part. All other terms and
conditions of the tender offer remain unchanged.
The depositary of the offer has advised that, as
of 5:00 p.m., Eastern time, on April 5, 2019, a total of
approximately 6,934,135 shares of Maxwell common stock had been
validly tendered and not validly withdrawn in the offer.
Forward-Looking Statements
This communication contains forward-looking
statements that involve risks and uncertainties. These
forward-looking statements are based on current expectations,
estimates and forecasts, as well as the beliefs and assumptions of
Tesla’s management, and are subject to risks and uncertainties that
are difficult to predict. Many factors could cause actual results
or events to differ materially from those anticipated, including:
risks and uncertainties discussed in this communication and those
matters described under the sections entitled “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations” of Tesla’s Annual Report on Form 10-K for
the year ended December 31, 2018, subsequent Reports on Form 8-K,
the Schedule TO relating to the offer and other filings Tesla makes
with the Securities and Exchange Commission. We may not actually
achieve the plans, intentions or expectations disclosed in our
forward-looking statements and you should not place undue reliance
on our forward-looking statements. We do not assume any obligation
to update any forward-looking statements.
Additional Information and Where to Find
It
This communication is neither an offer to
purchase nor a solicitation of an offer to sell shares of Maxwell.
On February 20, 2019, Tesla filed with the SEC a Tender Offer
Statement on Schedule TO and a Registration Statement on Form S-4
and Maxwell filed with the SEC the Solicitation/Recommendation
Statement on Schedule 14D-9, each as subsequently amended.
Maxwell’s stockholders are urged to read the offer materials
(including the prospectus/offer to exchange and the related letter
of transmittal) because they contain important information that
stockholders should consider before making any decision regarding
tendering their shares.
The offer materials are available for free at
the SEC’s web site at www.sec.gov. Copies of the offer materials
and Schedule 14D-9 may also be obtained free of charge from
Georgeson LLC, the information agent for the offer, by writing
Georgeson LLC, 290 Avenue of the Americas, 9th Floor, New York, NY
10104, or by calling toll free at (888) 643-8150.
Investor Relations Contact:
ir@tesla.com
Press Contact:
press@tesla.com
Tesla (NASDAQ:TSLA)
Historical Stock Chart
From Mar 2024 to Apr 2024
Tesla (NASDAQ:TSLA)
Historical Stock Chart
From Apr 2023 to Apr 2024