FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--Online Vacation Center Holdings Corp. (OTCQX: ONVC) today announced that on October 1, it will commence an offer to purchase up to 1.5 million of its common shares at a price of $2.50 per share.
The offer will expire on November 15, 2019 (“Expiration Date”) at 5:00 pm, Eastern time, unless the offer is extended or withdrawn. To participate in the offering, a shareholder must tender eligible shares to the Company on or prior to 5:00 p.m. Eastern time on the Expiration Date and these tenders may be withdrawn at any time on or prior to the expiration date. The offer to purchase is subject to a number of terms and conditions described in the Offer documents that are being distributed to shareholders.
Shareholders will receive the purchase price in cash, for shares tendered at a price per share equal to $2.50, less any applicable withholding taxes and expenses, subject to the conditions of the repurchase offer, including the provisions relating to proration. Those provisions will be described in the Offer documents, which will be distributed to shareholders upon commencement of the offer to purchase.
The Board of Directors is considering a share buy-back program for ONVC’s management and affiliates, which consist of members of the Rudner Family, which would be conducted independently of this repurchase offer (“insider buy-back”). The purchase price for the Shares would be the same as in this Repurchase Offer at $2.50 per share; however, payment would be made in the form of a twenty (20) year promissory note, which bears interest at the rate of 4% per annum. At this time, the Board of Directors has not finalized the details of the repurchase offering for management and affiliates.
The Company will use a portion of its cash and investments to fund the share repurchase program.
The offer documents are being mailed to shareholders of record and also will be made available online at www.otcmarkets.com.
None of Online Vacation Center Holdings Corp., its Board of Directors, or the Company’s Transfer Agent is making any recommendations to shareholders as to whether to sell their shares to the Company pursuant to the offer to purchase. Shareholders must make their own decisions as to how many shares they will sell to the Company, if any. In so doing, shareholders should read and evaluate carefully the information in the Offer documents.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL SHARES OF ONLINE VACATION CENTER HOLDINGS CORP COMMON STOCK. THE OFFER TO PURCHASE IS BEING MADE ONLY PURSUANT TO THE OFFER DOCUMENTS THAT WILL SHORTLY BE DISTRIBUTED TO ITS SHAREHOLDERS. SHAREHOLDERS AND INVESTORS SHOULD READ CAREFULLY THE OFFER DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS OF, AND CONDITIONS TO, THE OFFER TO PURCHASE.
Online Vacation Center Holdings Corp. is a Florida holding company, focused on building a network of diversified vacation marketers with a wide range of products that can be cross-sold to an extensive customer base. Online Vacation Center Holdings Corp. is one of the country's largest cruise retailers. Its portfolio of travel companies, including Online Vacation Center, Dunhill Vacations News, Luxury Link, Enrichment Journeys and Home Based Travel Experts dba Expedia CruiseShipCenters®, OVC, allows customers to research, plan and purchase a vacation. The Company, based in Fort Lauderdale, Florida, has been in business for 45 years. Additional information can be found at www.onlinevacationcenter.com.