Zareba Systems Announces Filing Amended Schedule 13E-3
August 20 2009 - 5:00PM
Business Wire
Zareba Systems, Inc. (NASDAQ:ZRBA) today announced that it
has amended its Schedule 13E-3 and related information statement
originally filed on August 12, 2009 to reflect a new
development. As described in the amendment, on August 14, 2009, the
Company received a written proposal from Woodstream Corporation, a
company that had previously provided preliminary proposals to
acquire the Company, to purchase all of the issued and outstanding
stock of the Company at a price of $5.50 per share, subject to
certain contingencies. Following conversations between Dale
Nordquist, President and Chief Executive Officer, and
representatives of Woodstream, the Company’s Board of Directors met
on August 18, 2009 to consider this proposal. The Board concluded
that it would be in the best interests of the Company and its
shareholders to continue to pursue its business plan, including the
previously-announced proposed transaction intended to result in the
voluntary termination of the registration of the Company’s common
stock, reaffirmed its position that the Company is not for sale at
this time, and declined Woodstream’s proposal. While the Board has
determined that the Company is currently not for sale, it regularly
reviews that status and considers proposals it receives, and the
Board reaffirmed that if it decides that it would be in the best
interests of the shareholders to sell the Company, it will do so in
a process intended to realize the best transaction for the
shareholders and other constituents, and a private negotiation with
Woodstream is not that process.
About Zareba Systems, Inc.
Zareba Systems, Inc., a Minnesota corporation since 1960, is the
world's leading manufacturer of electronic perimeter fence and
security systems for animal and access control. The Company's
corporate headquarters is located in Minneapolis, with
manufacturing facilities in Ellendale, Minn. Its Zareba Systems
Europe subsidiary owns Rutland Electric Fencing Co., the largest
manufacturer of electric fencing products in the United Kingdom.
The corporate web site is located at www.ZarebaSystemsInc.com.
This release includes certain "forward-looking statements" as
defined under Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. Forward-looking
statements, including those relating to the timing and potential
benefits of the proposed deregistration transaction and plans and
objectives of the Board and management, are subject to risks,
uncertainties and other factors that could cause actual results to
differ materially from those stated in such statements. Such risks
and uncertainties include, among others, the timing of SEC
review of the proposed transaction, our ability to satisfy the
conditions for completing the transaction, our future performance
and prospects, the actions of third parties, and our ability to
successfully invest and explore growth opportunities and reduce
expenses, as well as the development, introduction or
acceptance of competing products, changes in technology, pricing or
other actions by competitors, and general economic conditions.
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