Hutchinson Technology (HTCH) Announces Early Termination of HSR Waiting Period for Merger with TDK

September 22, 2016 8:34 AM EDT

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(Updated - September 22, 2016 8:42 AM EDT)

(Update modifies headline)

Hutchinson Technology Incorporated (NASDAQ: HTCH) (“HTI”) today announced that the U.S. Federal Trade Commission has granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), with respect to the proposed merger of HTI with and into a wholly owned subsidiary of TDK Corporation (“TDK”). The early termination of the waiting period under the HSR Act satisfies one of the remaining conditions to the closing of the pending merger.

As of August 21, 2016 (the “measurement date”), HTI’s level of cash (subject to certain adjustments) less any outstanding borrowings on its revolving line of credit (the “net cash”), as further defined in the merger agreement with affiliates of TDK, was approximately $47.1 million. Based on HTI’s net cash position as of the measurement date, TDK would acquire all of the outstanding shares of common stock of HTI for total consideration of $4.00 per share.

The merger is currently expected to close no later than October 5, 2016, and remains subject to other customary closing conditions set forth in the merger agreement.



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