Through a tender offer by its wholly owned subsidiary, Packer Acquisition (the Purchase), Opto Circuits had previously acquired approximately 92.8% of the outstanding shares of Criticare common stock for a purchase price of $5.50 per share in cash and without interest.
In the merger, each Criticare share not purchased in the tender offer, other than shares for which statutory appraisal rights are properly exercised, was converted into the right to receive the same $5.50 per share in cash and without interest, as received by Criticare stockholders in the tender offer. As a result, Criticare is now a wholly owned subsidiary of Opto Circuits.