Intrinsyc Technologies Corporation Mails Management Information Circular to Approve Lantronix Acquisition
VANCOUVER, British Columbia, Dec. 05, 2019 (GLOBE NEWSWIRE) -- Intrinsyc Technologies Corporation (TSX: ITC and OTCQX: ISYRF) (“Intrinsyc” or the “Company”), a
leading provider of solutions for the development of embedded and Internet of Things (“IoT”) products, today announced that it has mailed the management information circular (the
“Circular”) and related materials for the special meeting (the “Meeting”) of the Intrinsyc shareholders (“Intrinsyc Shareholders”) to approve the
plan of arrangement pursuant to which Lantronix, Inc. (NASDAQ: LTRX) (“Lantronix”), will acquire 100% of Intrinsyc’s issued and outstanding common shares (“Common
Shares”) in a cash and share transaction valued at approximately US$27 million (collectively, the “Transaction”). Under the terms of the Transaction, Intrinsyc
Shareholders will receive US$0.55 in cash plus 0.2135 of a Lantronix share for every Common Share held (collectively, the “Consideration”), all as more particularly described in
the Circular. A copy of the Circular is available under Intrinsyc’s profile at www.sedar.com.
The Meeting is scheduled to be held at 10:00 a.m. (Vancouver time) on Monday, December 30, 2019 at the offices of Farris LLP, 700 West Georgia Street, 25th Floor, Vancouver, British Columbia. Intrinsyc Shareholders of record as of the close of business on November 18, 2019 are entitled to receive notice of and to vote at the Meeting.
The Board of Directors, after receiving the unanimous recommendation of a special committee of independent directors (the “Special Committee”) and in consultation with TD Securities Inc. and legal advisors, has determined that the Transaction is in the best interests of the Company and fair to Intrinsyc Shareholders and is recommending that Intrinsyc Shareholders vote in favour of the Transaction. TD Securities Inc. has provided a fairness opinion to the Special Committee and Board of Directors that, based upon and subject to the assumptions, qualifications and limitations contained in its opinion, as of October 30, 2019 (the day the arrangement agreement was entered into between Intrinsyc and Lantronix), the Consideration to be received by Intrinsyc Shareholders pursuant to the arrangement agreement is fair, from a financial point of view, to such Intrinsyc Shareholders.