- Crown Electrokinetics Corp. (NASDAQ:CRKN) ("Crown" or the "Company"), a leader in optical and fiber infrastructure solutions, today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Crown EK Acquisition LLC ("Parent") and Crown EK Merger Sub Corp. ("Purchaser"), a wholly owned subsidiary of Parent.
Parent is controlled by Douglas Croxall, the Company's Chairman and Chief Executive Officer. Under the terms of the Merger Agreement, Purchaser will commence a tender offer to acquire all outstanding shares of Crown's common stock for a cash purchase price of $3.15 per share, subject to the terms and conditions of the Merger Agreement.
The proposed transaction has been unanimously approved by a special committee (the "Special Committee") comprised of independent directors of Crown's board of directors and is intended to result in Crown becoming a wholly owned subsidiary of Parent. The Special Committee received a fairness opinion from an independent financial advisor and determined the transaction is fair to, and in the best interests of, Crown's unaffiliated public stockholders.