The Ouster (OUST) merger with Velodyne Lidar (VLDRW) - February 2023

Ouster completed its merger with Velodyne Lidar on 2/10/2023 for 0.8204 shares of Ouster stock for each VLDRW share.

The Form DEFM14A SEC filing for this merger can be found through the SEC EDGAR web site at: https://www.sec.gov/Archives/edgar/data/1816581/000119312522304884/d390420ddefm14a.htm#toc389774_5

The companies plan to structure the merger so it is a non-taxable event. We will assume they are successful and will treat this merger as a simple merger. The information below is based on the information available from a form DEFM14A filed with the SEC. Price information is from websites offering historical prices.

NOTE: The companies state they will endeavor to satisfy the conditions necessary to make this transaction non-taxable. However, there is the possibility the IRS will disagree with their characterization. These instructions assume the companies succeed in their efforts. New instructions will be written, if and when it becomes known the merger should be treated as a taxable event.

 

The Merger Entry Go to Accounting > Securities > Record merger of securities in myICLUB. If you are unfamiliar with merger transactions you can get help at this URL: http://www.iclub.com/support/kb/default.asp?page=normal_merger

 

Here is the information needed for Velodyne Lidar shareholders to complete the merger.

  • Date: 2/10/2023
  • Old Security or Merging Company: Velodyne Lidar (VLDRW)
  • Price per share of old Security / : Use last VLDRW valuation, if needed
  • Cash received: See your broker statement for cash-in-lieu
  • New Security: Ouster (OUST)
  • New Security Price: 1.52 (Closing price on 2/10/2023)
  • Shares received : 0.8204 x (# of VLDRW shares owned).
  • (Remember to include fractional shares.)
  • For example, if you owned 100 VLDRW shares, you should receive 0.8204 x 100 = 82.04 OUST shares.
  • Save the transaction and the merger has been entered.