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Sevcon Signs Deal To Be Bought By BorgWarner In $200 Mln Deal - Quick Facts

Sevcon, Inc. (SEV), a manufacturer of controls and battery chargers for zero emission electric and hybrid vehicles, announced Monday that it has entered into a definitive merger agreement to be acquired by BorgWarner Inc. for $22 per common share in cash. The total transaction value, including the assumption of indebtedness, is expected to be approximately $200 million at the closing of the transaction.

BorgWarner will also buy all of the outstanding shares of Sevcon's Series A Convertible Preferred Stock for a price per share on an as-converted basis equal to the common stock, together with payment of any accrued and unpaid dividends.

The transaction price of $22 per share represents a 61% premium to the closing sale price of common stock of the Company on Friday, July 14, and a 64% premium to the 30-day volume weighted average price of common stock of the Company.

The Sevcon Board of Directors has unanimously approved the merger deal and has recommended approval of the merger by its stockholders.

The transaction is expected to close in the fourth calendar quarter of 2017 and is contingent on the approval of Sevcon's stockholders. The transaction is not subject to a financing condition.

Sevcon President and CEO Matt Boyle, said, "The proposed merger with BorgWarner provides substantial value to our stockholders and the chance for Sevcon to maximize previous growth investments and capitalize on greater opportunities as a part of a much larger organization with significant market presence."

Rothschild Inc. is acting as financial advisor to Sevcon, with Skadden, Arps, Slate, Meagher & Flom LLP and Locke Lord LLP acting as legal advisors.

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