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Innovative Solutions & Support, Inc. To Review Christopher Harborne Non-Binding Indication of Interest

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Innovative Solutions & Support (NASDAQ: ISSC) has acknowledged an unsolicited, non-binding indication of interest from Christopher Harborne to acquire all ISSC shares not already owned by him at $7.25 per share in cash. This proposal is subject to several conditions including negotiation, due diligence, definitive agreements, and regulatory approvals. The Board of Directors will review the proposal with financial and legal advisors to determine the best course of action for stakeholders. Shareholders do not need to take any action currently. ISSC, based in Exton, Pa., designs and manufactures flight guidance and cockpit display systems.

Positive
  • Proposal to acquire ISSC shares at $7.25 per share.
  • Board's commitment to fiduciary duties and stakeholder interests.
  • ISSC designs and manufactures advanced flight management and cockpit display systems.
Negative
  • Proposal is non-binding and subject to numerous conditions.
  • Potential uncertainty until the Board completes its review.
  • No immediate action required from shareholders could indicate a lengthy review process.

Insights

The offer to acquire all outstanding shares of Innovative Solutions & Support, Inc. at 7.25 per share in cash represents a significant premium over the current trading price, reflecting positive sentiments towards the company's value. This non-binding indication is a key event for shareholders as it may lead to substantial short-term gains if a formal acquisition proposal is made and accepted. However, investors should be aware of the non-binding nature of this interest, which means there are numerous steps including due diligence and regulatory approvals before any deal could materialize. The outcome of these steps can significantly influence the stock price in the short term. Additionally, the due diligence process could uncover potential risks or issues that could impact the final offer price or even lead to withdrawal of the proposal.

It is important to monitor the company's board actions and updates closely, as their fiduciary duty will guide their decision-making process. This news suggests a possible undervaluation of the company's stock, hence creating a notable interest from a private investor.

The legal implications of the non-binding indication of interest are considerable. The offer is contingent on several regulatory and antitrust clearances, which can be complex and time-consuming. These legal hurdles are critical and can either facilitate or impede the transaction. Investors should understand that antitrust laws are designed to prevent mergers or acquisitions that could stifle competition or create monopolies. As such, a thorough review by regulatory bodies is a standard part of the process and can significantly impact the likelihood and timing of the deal closing.

In addition, the due diligence phase involves scrutinizing all aspects of the company’s operations, financial records and compliance with laws. Any significant findings during this phase could result in revisions to the offer price or terms. Therefore, the completion of this transaction is far from guaranteed and stakeholders should stay informed about any legal developments.

EXTON, Pa.--(BUSINESS WIRE)-- Innovative Solutions & Support, Inc. (“IS&S” or the “Company”) (NASDAQ: ISSC) today acknowledged its receipt of an unsolicited, non-binding indication of interest to make a proposal from Christopher Harborne (the “Non-Binding Indication of Interest”). The Non-Binding Indication of Interest contemplates a transaction in which Mr. Harborne would acquire all of the shares of the Company’s common stock not already owned by Mr. Harborne at a price of $7.25 per share in cash. Per its terms, the Non-Binding Indication of Interest is also subject to negotiation, due diligence, execution of definitive agreements, and clearance under applicable antitrust and other laws, among other contingencies. Consistent with its fiduciary duties, and in consultation with financial, legal and other advisors, the Board of Directors of IS&S will carefully review the Non-Binding Indication of Interest to determine a course of action that it believes is in the best interests of the Company and its stakeholders.

IS&S shareholders need take no action at this time. The Company does not intend to comment further on the Non-Binding Indication of Interest until the Board has completed its review.

About Innovative Solutions & Support, Inc.

Headquartered in Exton, Pa., Innovative Solutions & Support, Inc. (www.innovative-ss.com) is a systems integrator that designs and manufactures flight guidance and cockpit display systems for Original Equipment Manufacturers (OEMs) and retrofit applications. The Company supplies integrated Flight Management Systems (FMS), Auto-Throttle Systems and advanced GPS receivers for precision low carbon footprint navigation.

FORWARD LOOKING STATEMENT DISCLAIMER

In addition to the historical information contained herein, this press release contains “forward-looking statements” within the meaning of, and intended to be covered by, the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. In this press release, the words “anticipates,” “believes,” “may,” “will,” “intend” and similar expressions, as they relate to the business or to its management, are intended to identify forward-looking statements, but they are not exclusive means of identifying them. All forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effects on the Company. Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made. Because forward-looking statements are subject to assumptions, risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, the Company’s ability to efficiently integrate acquired and licensed product lines, including the Honeywell product lines, into its operations; a reduction in anticipated orders; an economic downturn; changes in the competitive marketplace and/or customer requirements; an inability to perform customer contracts at anticipated cost levels; and other factors that generally affect the economic and business environments in which the Company operates. Such factors are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2023, and subsequent reports filed with the Securities and Exchange Commission. Many of the factors that will determine the Company’s future results are beyond the ability of management to control or predict. Readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations

610-646-9800 X550

Source: Innovative Solutions & Support, Inc.

FAQ

What is the proposed acquisition price for ISSC shares?

The proposed acquisition price for ISSC shares is $7.25 per share in cash.

Who submitted the non-binding indication of interest for ISSC?

Christopher Harborne submitted the non-binding indication of interest for ISSC.

What steps must be completed before the acquisition can proceed?

The acquisition is subject to negotiation, due diligence, definitive agreements, and regulatory approvals.

What does ISSC design and manufacture?

ISSC designs and manufactures flight guidance and cockpit display systems, including integrated Flight Management Systems, Auto-Throttle Systems, and advanced GPS receivers.

Do ISSC shareholders need to take any action following the non-binding indication of interest?

No, ISSC shareholders do not need to take any action at this time.

Innovative Solutions & Support

NASDAQ:ISSC

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137.55M
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0.23%
Aerospace & Defense
Services-computer Programming Services
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United States of America
EXTON