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Simrad Yachting and Lowrance Electronics, Inc set to merge

Simrad Yachting has agreed to acquire all of the outstanding shares of Lowrance for $37.00 per share.
Kent: business as usual
Kent: business as usual

Under the terms of a merger agreement Navico Acquisition Corp, a newly formed wholly owned subsidiary of Simrad Yachting, will commence a cash tender offer for all of the outstanding shares of Lowrance at $37.00 per share and will complete a second step merger at the same price.

The tender offer will be subject to a majority minimum tender condition and other customary conditions, but will not be subject to any financing conditions. After the tender offer and the merger, Lowrance will become a wholly owned subsidiary of Simrad Yachting.

The board of directors of Lowrance has unanimously approved the merger agreement, tender offer and merger and recommended that Lowrance's stockholders tender their shares into the tender offer.

Lowrance is one of the world's largest providers of marine electronics and has a particularly strong presence in the fish finders and GPS navigation systems.

Darrell Lowrance, the current chairman and chief executive officer of Lowrance who founded the company in 1957 and is still its largest shareholder, will become the chief executive officer of the combined company.

Jan Berner, the current chief executive officer of Simrad Yachting will become deputy chief executive officer and lead the integration work.

Lowrance and Ronald Weber, executive vice president of engineering and manufacturing of Lowrance, have each entered into agreements with Simrad Yachting to tender their shares into the tender offer.

"I believe the merger with Simrad Yachting is in the best interests of our company and shareholders. The combination of Simrad Yachting and Lowrance will be able to leverage the technology and market position Lowrance has worked hard to develop over the last 48 years and will create additional opportunities for our employees and customers in the future, " said Lowrance.

Editor's note: The Simrad/ Lowrance merger story came out on January 27. Following a number of rumours around the industry, Garmin felt it necessary to put out the following statement on February 1:

Garmin Ltd (Nasdaq: GRMN), today denied reports that it has made a counter bid to acquire Lowrance Electronics after Simrad Yachting's announced tender offer on January 30, 2006.

Also appearing on February 1 was this statement from Tony Kent, MD of Silva UK, distributors of Lowrance products in the UK:

"It was announced on Monday that Simrad Yachting has offered to buy Lowrance Inc.

Since then the market price has moved above the offer price, and now there is talk of other interested parties in the wings.

Silva Ltd, as the UK & Ireland distributor for Lowrance & Eagle Electronics, has over the last few years proven itself to be one of the top export distributors for Lowrance and is highly valued by them. As such, we remain fully committed to the Lowrance and Eagle brands in the UK and Ireland until further notice, and are confident that our marketing and distribution capabilities will continue to play a valuable role under the new structure.

So, what does this all mean?

Business as usual!

Any queries? Contact either Jim Deheer or myself".

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Kent: business as usual

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