Tangoe,Inc. (OTCMKTS:TNGO) Files An 8-K Other EventsItem 8.01. Other Events.
In connection with the transaction (the “Transaction”) contemplated by the previously announced Agreement and Plan of Merger, dated as of April 27, 2017, by and among Tangoe, Inc. (the “Company”), Asentinel, LLC (the “Parent”) and TAMS Inc. (the “Merger Agreement”), the Company was permitted for a period of 30 days following the date of the Merger Agreement (the “Go-Shop Period”) to directly or indirectly solicit, initiate, continue and otherwise participate in any discussion or negotiation regarding alternative acquisition proposals, subject to an extension of 14 days under specified circumstances.
During the Go-Shop Period, Stifel contacted 36 parties on behalf of the Company to determine whether they might be interested in pursuing a transaction that would be superior to the proposed transaction with the Parent. No third party submitted an alternative acquisition proposal or offer to acquire the Company. At 11:59 p.m. Eastern Time on May 27, 2017, the Go-Shop Period expired and was not extended. Starting at 12:00 a.m. Eastern Time on May 28, 2017 (one minute after 11:59 p.m. Eastern Time on May 27, 2017), the Company became subject to customary no-shop restrictions that limit its and its’ representatives’ ability to solicit alternative acquisition proposals from third parties and to provide confidential information to, and participate in discussions and engage in negotiations with, third parties regarding any alternative acquisition proposals, subject to customary “fiduciary out” provisions.