Gibson Guitar USA Make Strategic Investment purchasing 51% of TEAC

Gibson Guitar Corp. announced early this morning an agreement to make a strategic investment into Japan’s TEAC CORPORATION.

TEAC is one of the world’s top names in audio and visual equipment, and a leading producer of data storage equipment and related products. The transaction was unanimously approved by the Boards of Directors of both companies.

Gibson has entered into an agreement, signed today, with Phoenix Capital in which two investment funds operated by Phoenix Capital have agreed to sell to Gibson all the shares they own in TEAC Corporation, or 157,447,000 shares, (54.4% of the issued and outstanding shares), at a price agreed between the parties of 31 JPY per share. As this will result in Gibson acquiring over one third of TEAC, Japan’s Financial Instruments and Exchange Law requires Gibson to undertake a tender offer process.

Thus, Gibson, through a special purpose vehicle, will make an all-cash tender offer to purchase 157,447,000 shares of TEAC common stock for 31 Japanese Yen per share in cash. Gibson will purchase a maximum of 157,500,000 shares. The tender offer period is scheduled to commence on April 1, 2013 and will remain open for 21 Japanese business days.

Today, TEAC’s Board of Directors issued a press release supporting the tender offer.

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