LoJack Corporation to Acquire Boomerang Tracking Inc.
LoJack Corporation, a marketer of wireless security and location products and services, has entered into a definitive agreement to acquire Boomerang Tracking Inc., a marketer and provider of stolen vehicle recovery technology in Canada, for CN $2.95 per share payable, at the option of the shareholder, in cash or in a combination of cash, LoJack stock, or securities exchangeable into LoJack stock.
The total value of the transaction is approximately U.S. $48 (CN $64) million. The net value of the transaction at closing will reflect the total value of U.S. $48 million reduced by Boomerang Tracking's approximately U.S. $12 million cash on hand.
Upon completion of the acquisition, LoJack will add to its organization a company with an established brand that complements its own core business. Moreover, LoJack will expand its operations and gain access to the Canadian market, including the provinces of Quebec, Ontario, and British Columbia. LoJack also will gain Boomerang Tracking's expertise in marketing to insurance companies, as well as technology that may be leveraged for new applications globally.
The total consideration in the transaction of U.S. $48 million will be paid in cash, or at the option of the holder, in a combination of cash, LoJack stock or securities exchangeable into LoJack stock. A maximum of 30 percent of the total consideration will be in stock and in no event will the transaction result in the issuance of more than 1.6 million shares of LoJack common stock. LoJack will finance the cash portion of the consideration via an acquisition term loan for which it has received a commitment from its lending institution.
The proposed acquisition is expected to close in the fourth quarter of 2004 and is subject to customary closing conditions, as well as approvals by two-thirds of the Boomerang Tracking shareholders and the Superior Court of Quebec, appropriate regulatory and other authorities, and compliance with the Canadian Business Corporations Act.