Veramark Technologies Inc. Wednesday said it has entered into a definitive merger agreement with Varsity Acquisition LLC and All Big Ten Holdings Inc., a wholly owned subsidiary of Varsity.
Under the agreement, Varsity will acquire all of Veramark’s outstanding common stock in cash for 98 cents a share. The 98 cents price represents a 38 percent premium over the 90-day average of Veramark’s stock and a 29 percent premium over the closing price of Veramark’s stock on April 30.
Officials said, in a statement, that Veramark’s board of directors and a special committee of independent directors from its board unanimously approved the transaction. Veramark said the special committee also reached out to an independent third-party advisor in considering the merger.
The company intends to solicit proxies from its shareholders in support of the merger, officials said. The deal is expected to close in the second quarter.
Look in Rochester Business Journal’s print edition on Friday for more on the Veramark merger.(c) 2013 Rochester Business Journal. To obtain permission to reprint this article, call 585-546-8303 or email firstname.lastname@example.org.