Justin Christian entered into a definitive agreement to acquire TSR, Inc. (NasdaqCM:TSRI) for $29.1 million on May 15, 2024. Under the terms of the agreement, Justin Christian will commence a tender offer to purchase all of the outstanding shares of TSR for $13.40 per share, representing an equity value of approximately $29 million. Justin Christian has obtained a commitment letter from First Merchants Bank for up to $24 million of credit, which together with cash on hand will be used to finance the transaction. The transaction is subject to customary closing conditions, including the tender of a majority of the outstanding shares of TSR?s common stock. The closing of the transaction is not subject to any financing conditions or regulatory approvals. Following the successful closing of the tender offer, Justin Christian will acquire any remaining shares of TSR that are not tendered in the tender offer through a second-step merger at the same consideration per share paid in the tender offer. The transaction has been approved by the boards of directors of TSR. The transaction is expected to close in the third quarter of 2024.

For TSR, FOCUS Investment Banking is acting as the exclusive financial advisor and Shulman Rogers is acting as legal counsel. In connection with the transaction, Chessiecap Securities, Inc. provided a fairness opinion to the Board of Directors of TSR. Ice Miller LLP is acting as legal counsel to Justin Christian.