NICE Extends Tender Offer for all Outstanding Shares of Mattersight Corporation

NICE (NASDAQ:NICE) announced that it has together with its wholly owned subsidiaries, NICE  systems Inc and Nice Acquisition Inc extended the expiration of its tender offer to acquire all of the outstanding shares of Mattersight Corporation (NASDAQ:MATR) common stock and 7% Series B convertible preferred stock.

As quoted in the press release:

The tender offer is being extended to allow additional time for the satisfaction of the conditions to the offer. The parties have not yet received the clearance of the Committee on Foreign Investment in the United States (CFIUS), which is a condition to the offer. All other approvals and clearances from regulatory authorities and third parties that are conditions to the offer have been obtained.

The tender offer is now scheduled to expire one minute after 11:59 p.m., New York time, on Thursday, June 21, 2018, unless it is further extended or earlier terminated in accordance with the merger agreement NICE and Mattersight announced on April 26, 2018. The tender offer was previously scheduled to expire at one minute after 11:59 p.m., New York time, on Thursday, June 7, 2018. All other terms and conditions of the tender offer remain unchanged.

Continental Stock Transfer & Trust Company, the depositary and paying agent for the tender offer, has advised NICE that as of 5:00 p.m., New York time, on Thursday, June 7, 2018, 29,357,139 shares of common stock and 1,545,604 shares of preferred stock had been validly tendered in the offer, and not validly withdrawn, representing approximately 88.4% of the outstanding Mattersight capital stock on an as-converted to common stock basis. In addition, notices of guaranteed delivery have been received with respect to 614,281 shares of common stock and 28,143 shares of preferred stock for which shares have not yet been delivered to the depositary. Stockholders who have already tendered their shares do not have to re-tender their shares or take any other action as a result of the extension of the expiration of the tender offer.

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