TurboChef Technologies, Inc. (NASDAQ-GM: OVEN) and The Middleby Corporation (NASDAQ: MIDD) announced last week they have entered into an agreement of merger. In the proposed transaction, holders of common stock of the company will receive $3.67 cash per share and .0486 shares of Middleby common stock. Based on closing prices as of August 11, the consideration would equate to $6.47 per share, a premium of 30.3 percent to TurboChef’s 20-day trading average price. The acquisition is subject to the approval of the stockholders of the company and regulatory approval. Consummation of the transaction is also subject to other customary closing conditions. The company anticipates closing the transaction in 2008.

Richard Perlman, chairman, and Jim Price, president, commented, “We believe Middleby’s manufacturing and operational expertise, global reach, and installed customer base matches up extraordinarily well with TurboChef.”

TurboChef recently reported its financial results for the three and six months ended June 30, 2008.

Second quarter 2008 revenue was $21.2 million, an 8 percent decrease from the year-ago quarter revenue of $23.0 million, reflecting a difficult external economic environment. According to the company’s financial release: “A number of customers have pushed out their orders reflecting concerns about their own business results, prospects, and credit conditions which are slowing the opening of new stores.”