Tele Atlas Gives TomTom One Week to Counter Garmin

Tele Atlas NV is giving its original merger suitor, TomTom, a week to match Garmin’s counter merger bid. Tele Atlas said that it had received Garmin’s proposal, and that its management and supervisory boards “have concluded that the Garmin proposal qualifies as a superior proposal, as defined in the TomTom agreement.” It further said it had notified TomTom that the boards intend to support and recommend Garmin’s proposal, unless TomTom matches it within the five-business-day period, as decreed in the TomTom agreement, expiring at the close of business in the Netherlands on November 8.

Garmin made headlines earlier this week when it launched its own merger bid to wrest Tele Atlas from rival TomTom, which announced plans to merge with the digital map data supplier last summer. Garmin says it is prepared to offer �24.50 per share in cash for Tele Atlas’ outstanding shares, amounting to �2.3 billion ($3.3 billion). TomTom had offered �21.25 per share, or about �2 billion.

Under the TomTom agreement, if Tele Atlas receives a superior proposal, TomTom has a right to match that superior proposal within five business days from the date Tele Atlas notifies TomTom. If TomTom chooses not to match the superior proposal within that period, Tele Atlas intends to terminate the TomTom agreement and meet with Garmin management to discuss a formal merger proposal.

Furthermore, in evaluating whether any forthcoming revised offer matches or is superior to Garmin’s proposal, Tele Atlas said it would carefully consider the terms and conditions of each proposal taken as a whole, including all legal, financial and regulatory aspects of such proposals.

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Author: EARSC

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