San Diego, CA-based Cubic Corporation announced on March 31 that it has accepted a proposal from Veritas Capital and Evergreen Coast Capital Corporation, an affiliate of Elliott Investment Management L.P., to increase the price per share of their pending acquisition of Cubic to $75.00 per share in cash. The company has accepted this proposal and entered into an amendment to its previously announced definitive merger agreement with affiliates of Veritas to acquire the company.
Under the terms of the Amended Agreement, Cubic shareholders will receive $75.00 in cash for each share of Cubic’s common stock, representing a premium of approximately 69% to Cubic’s unaffected closing stock price on September 18, 2020, the last trading day before the company’s disclosure of third-party interest in potentially acquiring Cubic. The all-cash transaction will be valued at approximately $3.0 billion, including the assumption of debt.
Cubic’s board of directors gave due consideration to the revised proposal it received from Singapore Technologies Engineering Ltd to acquire the company for $78.00 per share, the company said. In making its decision, the board assessed the relative benefits and risks of the proposals from both Veritas and Evergreen and ST Engineering. The board determined that, based on the superior certainty and anticipated timing of closing the existing transaction with Veritas and Evergreen, the revised proposal from Veritas and Evergreen was in the best interests of all Cubic’s shareholders. Cubic has ceased engagement with ST Engineering in accordance with the terms of the Amended Agreement.
Source: Cubic Corporation
By Loren Blinde
April 1, 2021
