Certain
statements in this presentation contain forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, regarding
the
company’s future plans, objectives, beliefs, expectations,
representations and projections. The company has tried, wherever possible, to
identify these forward-looking
statements using words such as “intend,”
“anticipate,” “believe,” “plan,” “encourage,” “expect,” “may,” “goal,” “become,”
“pursue,” “estimate,” “strategy,” “will,”
“projection,” “forecast,”
“continue,” “accelerate,” “promise,” “increase,” “higher,” “lower,” “reduce,”
“improve,” “expand,” “progress,” “potential” or the negative of
those terms
or other variations of them or by comparable terminology. The absence of such
terms, however, does not mean that the statement is not forward-looking. It
is
important to note that forward-looking statements are not guarantees of
future performance, and the company's actual results could differ materially
from those set forth in
any forward-looking statements. Factors that could
cause actual results to differ from forward-looking statements include but are
not limited to: the company’s ongoing
antitrust litigation; the company’s
dependence on its relationships with several large national providers; continued
fluctuations in mortality rates and increased cremations;
ongoing involvement
in claims, lawsuits and governmental proceedings related to operations; failure
of the company’s announced strategic initiatives to achieve expected
growth,
efficiencies or cost reductions; disruptions in the company’s business or other
adverse consequences resulting from the
separation
of Hillenbrand Industries into
two operating companies; failure of the
company to execute its acquisition and business alliance strategy through the
consummation and successful integration of
acquisitions (such as the
acquisition of K-Tron International, Inc.) or entry into joint ventures or other
business alliances; competition from nontraditional sources in the
funeral
services business; volatility of the company’s investment portfolio; increased
costs or unavailability of raw materials; labor disruptions; the ability to
retain
executive officers and other key personnel; and certain tax-related
matters. For a more in-depth discussion of these and other factors that could
cause actual results to
differ from those contained in forward-looking
statements, see the discussions under the heading “Risk Factors” in Item 1 of
the company’s Annual Report on Form 10-K
for the year ended September 30,
2009, filed November 24, 2009. The company assumes no obligation to update or
revise any forward-looking information.
Additional
Information and Where to Find It
This
investor presentation may be deemed to be solicitation material in respect of
the proposed acquisition of K-Tron International, Inc. (“K-Tron”) by
Hillenbrand, Inc.
(“Hillenbrand”).
In
connection with the proposed acquisition, K-Tron plans to file a proxy statement
with the SEC.
INVESTORS
AND SECURITY HOLDERS OF K-
TRON ARE ADVISED TO READ THE PROXY STATEMENT AND
ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY
BECOME AVAILABLE
BECAUSE THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
ACQUISITION.
The final proxy statement will be mailed to shareholders of
K-Tron. Investors and security holders may obtain a free copy of the proxy
statement when it
becomes available, and other documents filed by K-Tron with
the SEC, at the SEC’s web site at http://www.sec.gov. Free copies of the proxy
statement, when it
becomes available, and K-Tron’s other filings with the SEC
may also be obtained from K-Tron by directing a request to K-Tron International,
Inc., Attention:
Investor Relations, Route 55 and 553, P.O. Box 888, Pitman,
N.J. 08071, or by calling 856-589-0500.
Hillenbrand,
K-Tron and their respective directors, executive officers and other members of
their management and employees may be deemed to be soliciting proxies
from
K-Tron shareholders in favor of the proposed acquisition. Information regarding
Hillenbrand’s directors and executive officers is available in its 2009
Annual
Report on Form 10-K filed with the SEC on November 24, 2009, and
definitive proxy statement relating to its 2010 Annual Meeting of Shareholders
filed with the SEC
on January 5, 2010.
Information
regarding K-Tron’s directors and executive officers is available in its 2008
Annual Report on Form 10-K filed with the SEC on March
13, 2009, and
definitive proxy statement relating to its 2009 Annual Meeting of Shareholders
filed with the SEC on April 6, 2009. Additional information regarding
the
interests of such potential participants will be included in the proxy
statement and the other relevant documents filed with the SEC when they become
available.
Forward-looking
Statements
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