VOXX International to be Acquired by Gentex Corporation in All-Cash Transaction for $7.50 per Common Share

Core Viewpoint - VOXX International Corporation has entered into a definitive merger agreement with Gentex Corporation, where Gentex will acquire VOXX for $7.50 per share, representing a significant premium of approximately 163% over VOXX's unaffected stock price prior to the announcement of strategic alternatives [1][2]. Group 1: Merger Details - The merger agreement stipulates that Gentex will acquire all outstanding shares of VOXX common stock not already owned by Gentex for an aggregate enterprise value of approximately $196 million [1][2]. - The $7.50 per share offer reflects a premium of about 163% compared to VOXX's closing stock price of $2.85 on August 26, 2024, before the announcement of the exploration of strategic alternatives [2]. - The transaction was unanimously approved by VOXX's transaction committee and disinterested members of its Board of Directors after a thorough sales process [2][4]. Group 2: Stakeholder Support - Ari Shalam, Chairman of the Board, expressed confidence that the merger represents the best path forward to maximize value for all VOXX stockholders, ensuring a seamless transition for brands, employees, customers, and partners [3]. - The Shalam family, which owns approximately 57% of the voting power of VOXX's common stock, has agreed to vote in favor of the merger, aligning their interests with other stockholders [3]. Group 3: Transaction Timeline and Conditions - The proposed transaction is expected to close in the first quarter of 2025, subject to stockholder approval, anti-trust regulatory approvals, and other customary closing conditions [4]. - Solomon Partners is serving as the financial advisor to VOXX's transaction committee, while legal counsel is provided by Bryan Cave Leighton Paisner LLP [5].