Finmeccanica and DRS Technologies Announce Early Termination of Hart-Scott- Rodino Waiting Period
28 Agosto 2008 - 6:25PM
PR Newswire (US)
ROME and PARSIPPANY, N.J., Aug. 28 /PRNewswire-FirstCall/ --
Finmeccanica, S.p.A. (FNC.MI) and DRS Technologies, Inc. (NYSE:DRS)
announced today that the Department of Justice and Federal Trade
Commission have granted early termination of the waiting period,
effective August 27, 2008, under the Hart- Scott-Rodino Antitrust
Improvements Act of 1976, as amended (HSR), in connection with
DRS's proposed merger with Finmeccanica. As announced on May 12,
2008, Finmeccanica and DRS entered into a definitive merger
agreement in which Finmeccanica will acquire DRS for US$81 per
share. Completion of HSR review was one of the conditions for the
consummation of the merger. The merger continues to be subject to,
among other conditions, certain other regulatory approvals, as well
as the approval of DRS's stockholders. DRS has scheduled a special
meeting of stockholders for September 25, 2008 to vote on the
merger. About Finmeccanica Headquartered in Italy, Finmeccanica is
a leading global high-technology company with core competencies in
the design and manufacture of helicopters, civil and military
aircraft, aero structures, satellites, space infrastructure,
missiles, defense electronics and security. The company employs
more than 60,000 people worldwide, including 2,100 employees at 32
sites in North America. For more information about Finmeccanica
visit http://www.finmeccanica.com/. About DRS DRS, headquartered in
Parsippany, New Jersey, U.S.A., is a leading supplier of integrated
products, services and support to military forces, government
agencies and prime contractors worldwide. The company employs
approximately 10,500 people. For more information about DRS, please
visit the company's web site at http://www.drs.com/. ADDITIONAL
INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT: DRS has filed
with the U.S. Securities and Exchange Commission a definitive proxy
statement and other relevant documents in connection with the
proposed transaction. INVESTORS AND SECURITY HOLDERS OF DRS ARE
URGED TO READ THE PROXY STATEMENT AND SUCH OTHER RELEVANT MATERIALS
BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT FINMECCANICA, DRS
AND THE PROPOSED TRANSACTION. A definitive proxy statement was sent
to security holders of DRS seeking their approval of the
transaction. Investors and security holders may obtain a free copy
of these materials and other documents filed with the U.S.
Securities and Exchange Commission at the U.S. Securities and
Exchange Commission's web site at http://www.sec.gov/. A free copy
of the proxy statement also may be obtained from DRS Technologies
Inc, 5 Sylvan Way, Parsippany, NJ 07054, Attn: Investor Relations.
Investors and security holders may access copies of the documents
filed with the U.S. Securities and Exchange Commission by DRS on
its web site at http://ir.drs.com/. PARTICIPANTS IN SOLICITATION:
DRS and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from its stockholders
with respect to the proposed transaction. Information regarding
DRS's directors and executive officers is available in its proxy
statement filed with the U.S. Securities and Exchange Commission by
DRS on August 25, 2008. Other information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
are contained in the proxy statement and other relevant materials
filed with the U.S. Securities and Exchange Commission. This
communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This communication is not an offer for sale of any securities in
the United States. Securities may not be offered or sold in the
United States absent registration or an exemption from registration
under the U.S. Securities Act of 1933, as amended, and the rules
and regulations thereunder. Finmeccanica has not registered and
does not intend to register any portion of any offering of
securities in the United States or to conduct a public offering of
any securities in the United States. SAFE HARBOR STATEMENT UNDER
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This press
release contains forward-looking statements, within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, that are
based on management's beliefs and assumptions, current
expectations, estimates and projections. Such statements, including
statements relating to the combined company's expectations for
future financial performance, are not considered historical facts
and are considered forward-looking statements under the federal
securities laws. These statements may contain words such as "may,"
"will," "intend," "plan," "project," "expect," "anticipate,"
"could," "should," "would," "believe," "estimate," "contemplate,"
"possible" or similar expressions. These statements are not
guarantees of the companies' future performance and are subject to
risks, uncertainties and other important factors that could cause
actual performance or achievements to differ materially from those
expressed or implied by these forward-looking statements and
include, without limitation, demand and competition for the
companies' products and other risks or uncertainties. Given these
uncertainties, you should not rely on forward-looking statements.
Such forward-looking statements speak only as of the date on which
they were made, and the companies undertake no obligations to
update any forward-looking statements, whether as a result of new
information, future events or otherwise. DATASOURCE: Finmeccanica,
S.p.A. CONTACT: Dan Hill, U.S. Media, +1-202-683-3121, , or Roberto
Alatri, International Media, +39 347 4184 430, , both of
Finmeccanica, S.p.A.; or Richard M. Goldberg, Vice President,
Public Affairs, +1-973-451-3584, , or Patricia M. Williamson, Vice
President, Investor Relations, +1-973-898-6025, , both of DRS
Technologies, Inc. Web site: http://www.finmeccanica.com/
http://www.drs.com/
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