--Hello Direct will become a subsidiary of GN Netcom--
NASHUA, N.H., Nov. 8 /PRNewswire/ -- GN Netcom, a wholly owned subsidiary
of GN Great Nordic Ltd., announced today that its tender offer to purchase all
outstanding shares of Hello Direct, Inc. (Nasdaq: HELO) at $16.40(USD) per
share, net to the seller in cash (excluding any taxes), expired at 12:00
midnight, Eastern Standard Time on Tuesday, November 7, 2000. GN Netcom has
accepted for payment all Hello Direct shares validly tendered and not
withdrawn as of the expiration of the offer.
( Photo: http://www.newscom.com/cgi-bin/prnh/19990920/GNNETCOM )
Based on a preliminary count by the depositary for the offer, 4,986,000
shares of Hello Direct (representing approximately 93.6% of the outstanding
shares) were tendered pursuant to the offer and not withdrawn (including
shares tendered pursuant to a guarantee of delivery). Payment for the shares
accepted for payment is expected to be made promptly.
The tender offer will be followed by a merger of GN Acquisition
Corporation, a wholly owned subsidiary of GN Netcom, with and into Hello
Direct. Pursuant to the merger, those Hello Direct stockholders who did not
tender their shares in the offer and who do not seek appraisal rights of their
shares pursuant to applicable provisions of Delaware law will have their
shares converted into the right to receive $16.40(USD) per share, net to the
stockholder in cash (excluding any taxes). Upon completion of the merger,
Hello Direct will become an indirect, wholly owned subsidiary of GN Great
Nordic Ltd. GN Netcom plans to proceed promptly with the steps necessary to
complete the merger.
About GN Netcom
GN Netcom is a world leader in hands-free communications technologies.
Specializing in the design and manufacture of high-quality communications
headsets, microphone arrays and related products, the fast-growing company
offers a state-of-the-art product line for both traditional corded and
wireless solutions. By working in close partnership with customers, GN Netcom
has become a leading provider of hands-free solutions to the call center,
general office, mobile and PC applications markets in North America, Europe,
and Asia-Pacific. GN Netcom has production facilities in the United States
and Europe, and cooperates with distributors in more than 60 countries around
the world.
In August 2000, GN Netcom acquired San Diego-based JABRA Corporation, the
leading and fastest-growing supplier of advanced hands-free headset/earset
products for cellular, desktop and computer applications in the United States.
GN Netcom is part of GN Great Nordic, a Danish based group of companies in
the technology sector. The GN Great Nordic Group is traded on the Copenhagen
Stock Exchange (Reuters: GNTC.CO; Bloomberg: TELN DC) and the London Stock
Exchange.
About Hello Direct
Hello Direct, Inc. (Nasdaq: HELO) is a leading developer and business to
business direct marketer of desktop telephony and equipment interface
solutions, including headsets, teleconferencing, wireless, and related desktop
products. Through a combination of distinctive catalogs, outbound
telemarketing, and Internet sales channels, the company offers a broad
selection of commercial grade solutions to its customers' evolving
communications needs. For more information on Hello Direct, Inc., please visit
http://www.hellodirect.com, the leading online source of telecommunications
information, products, and services.
Except for the historical information contained herein, the matters
discussed in this press release may constitute forward-looking statements that
involve risks and uncertainties that could cause actual results to differ
materially from those projected. Neither GN Netcom nor Hello Direct assumes
any obligation to update information contained in this press release.
SOURCE GN Netcom
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Related links: http://gnnetcom.com
Photo Notes: NewsCom: http://www.newscom.com/cgi-bin/prnh/19990920/GNNETCOM AP Archive: http://photoarchive.ap.org PRN Photo Desk, 888-776-6555 or 201-369-3467
Company News On-Call: http://www.prnewswire.com/comp/128300.html or fax, 800-758-5804, ext. 128300
CONTACT: Dean Kacos, Chief Financial Officer, 603-594-4763, or Michelle Boockoff-Bajdek (general info), Director, Marketing Communications, 603-579-5525, both of GN Netcom, Inc.
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