WC SACD Extends Tender Offer For All Outstanding Shares Of Intersections Inc.

WC SACD Extends Tender Offer For All Outstanding Shares Of Intersections Inc.

PR Newswire

BURLINGTON, Mass., Dec. 31, 2018 /PRNewswire/ — WC SACD One, Inc. (“WC SACD”), a newly formed joint venture entity of iSubscribed Inc. (“iSubscribed”), WndrCo Holdings, LLC (“WndrCo”), General Catalyst Group IX, L.P., and GC Entrepreneurs Fund IX, L.P. (together with General Catalyst Group IX, L.P., the “GC Funds”), today announced that in light of the year-end holidays, its indirect wholly-owned subsidiary, WC SACD Merger Sub One, Inc. (“WC SACD Merger Sub”), with the consent of Intersections Inc. (NASDAQ: INTX) (“Intersections” or “Company”), has extended the expiration date of its previously announced cash tender offer to purchase all of the issued and outstanding shares of common stock of the Company, for $3.68 per share, in cash (the “Offer”), until 5:00 P.M., New York City time, on Friday, January 4, 2019, to give Intersections stockholders additional time to tender their shares. The Offer was previously scheduled to expire at 5:00 P.M., New York City time, on Friday, December 28, 2018. WC SACD expects the Offer will be consummated promptly following the expiration date (as extended), subject to the satisfaction of the remaining Offer conditions. As previously disclosed, early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, has already been granted.

Based on information provided by American Stock Transfer & Trust Co., LLC, the depositary for the Offer, as of 5:00 P.M., New York City time, on December 28, 2018, approximately 12,632,061 shares were validly tendered and not validly withdrawn from the Offer (not including 403,231 shares tendered pursuant to the notice of guaranteed delivery procedures) (the “Tendered Shares”), of which approximately 9,955,965 shares were tendered by stockholders who are not rollover participants or directors or executive officers who are not rollover participants (the “Minority Tendered Shares”). For clarity, the Tendered Shares do not include the approximately 9.5 million shares that certain rollover participants are obligated to roll over in the Offer.

Together with the approximately 9.5 million shares that certain rollover participants are obligated to roll over in the Offer, the Tendered Shares represent approximately 90% of the Company’s issued and outstanding shares, or approximately 73% of the Company’s issued and outstanding shares on a fully diluted basis (disregarding any shares issuable upon conversion of Intersections’ senior convertible notes). The Minority Tendered Shares represent approximately 82% of the Company’s issued and outstanding shares owned by stockholders who are not rollover participants or directors or executive officers who are not rollover participants. Based on this information, the minimum tender condition with respect to the Offer would have been satisfied as of the originally scheduled expiration date of the Offer (not including shares tendered pursuant to the notice of guaranteed delivery procedures).

Stockholders of the Company who have previously validly tendered and not withdrawn their shares do not need to re-tender their shares or take any other action in response to the extension of the Offer.

Stockholders who have questions or would like additional information about the Offer and process may contact the information agent for the Offer, D.F. King & Co., Inc., by telephone, (212) 269-5550, or by email,

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