STRAIGHT PATH COMMUNICATIONS INC. (NYSEMKT:STRP) Files An 8-K Other Events
Item 8.01 Other Events
On May 8, 2017, Straight Path Communications Inc. (Straight Path
or the Company) issued a press release disclosing that the
Straight Path board of directors had determined that a revised
offer from a multi-national telecommunications company to acquire
100% of the issued and outstanding shares of Straight Path for
$184.00 per share, which will be paid in stock, constitutes a
Superior Proposal as defined in Straight Paths previously
announced definitive agreement and plan of merger with ATT Inc.
and Switchback Merger Sub Inc., dated as of April 9, 2017 (the
ATT Merger Agreement). A copy of the press release is attached
hereto as Exhibit 99.1 and incorporated by reference herein.
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE
SEC
Straight Path plans to file with the SEC and mail to its
stockholders a Proxy Statement/Prospectus in connection with the
proposed transaction. THE PROXY STATEMENT/PROSPECTUS WILL CONTAIN
IMPORTANT INFORMATION ABOUT ATT, STRAIGHT PATH, THE PROPOSED
TRANSACTION AND RELATED MATTERS. INVESTORS AND SECURITY HOLDERS
ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN
THEY BECOME AVAILABLE. Investors and security holders will be
able to obtain free copies of the Proxy Statement/Prospectus and
the other documents filed with the SEC by Straight Path through
the web site maintained by the SEC at www.sec.gov. In addition,
investors and security holders will be able to obtain free copies
of the Proxy Statement/Prospectus by phone, e-mail or written
request by contacting the investor relations department of
Straight Path at the following:
| Straight Path Communications Inc. | ||
| Address: | 5300 Hickory Park Dr. Suite 218 | |
| Glen Allen, VA 23059 | ||
| Attention: Investor Relations | ||
| Phone: | 804-433-1523 | |
| E-mail: | yonatan.cantor@straightpath.com |
PARTICIPANTS IN THE SOLICITATION
Straight Path and its directors and executive officers may be
deemed to be participants in the solicitation of proxies in
respect of the proposed transactions contemplated by the ATT
Merger Agreement. Information regarding Straight Paths directors
and executive officers is contained in Straight Paths Form 10-K
for the year ended July 31, 2016 and its proxy statement dated
November 22, 2016, which are filed with the SEC. A more complete
description will be available in the Proxy Statement/Prospectus.
SAFE HARBOR
In this communication, all statements that are not purely about
historical facts, including, but not limited to, those in which
we use the words believe, anticipate, expect, plan, intend,
estimate, target and similar expressions, are forward-looking
statements within the meaning of the Private Securities
Litigation Reform Act of 1995. While these forward-looking
statements represent our current judgment of what may happen in
the future, actual results may differ materially from the results
expressed or implied by these statements due to numerous
important factors, including, but not limited to, those described
in our Annual Report on Form 10-K for the fiscal year ended July
31, 2016 and our other periodic filings with the SEC (under the
headings Risk Factors and Management’s Discussion and Analysis
of Financial Condition and Results of Operations). We are under
no obligation, and expressly disclaim any obligation, to update
the forward-looking statements in this press release, whether as
a result of new information, future events or otherwise.
NO OFFER OR SOLICITATION
This document does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation
of any vote or approval nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit Number | Description | |
| 99.1 |
Press Release issued by Straight Path Communications Inc. on May 8, 2017 |
About STRAIGHT PATH COMMUNICATIONS INC. (NYSEMKT:STRP)
Straight Path Communications Inc. is a communications asset company. The Company owns Straight Path Spectrum, Inc. (Straight Path Spectrum), Straight Path Ventures, LLC (Straight Path Ventures), and Straight Path IP Group, Inc. (Straight Path IP Group). The Company’s segments include Straight Path Spectrum, Straight Path Ventures and Straight Path IP Group. The Company holds a range of licenses for fixed and mobile wireless spectrum in the United States. These include licenses in the 39 gigahertz (38.6-40 gigahertz) band and the 28 gigahertz (27.5-28.35 gigahertz) portion of the local multipoint distribution service (LMDS) band. The Company also holds licenses for fixed wireless spectrum in other parts of the LMDS band. Straight Path Ventures is engaged in developing wireless technology. The Straight Path IP Group’s principal business is the acquisition, development, licensing and protection of intellectual property. STRAIGHT PATH COMMUNICATIONS INC. (NYSEMKT:STRP) Recent Trading Information
STRAIGHT PATH COMMUNICATIONS INC. (NYSEMKT:STRP) closed its last trading session down -1.12 at 161.49 with 414,589 shares trading hands.