Michael Baker Corp. & Integrated Mission Solutions, LLC Announce Successful Completion of Merger; IMS to Change Name to Micha...
11 Octobre 2013 - 5:31PM
Business Wire
Michael Baker Corporation (“Baker”) (NYSE MKT:BKR) and
Integrated Mission Solutions, LLC (“IMS”), an affiliate of DC
Capital Partners, LLC, today announced the successful consummation
of the previously announced merger of IMS’s wholly owned
subsidiary, CDL Acquisition Co. Inc. (“Merger Sub”), with and into
Baker. In connection with the merger, IMS is changing its name to
Michael Baker International, LLC (“Michael Baker
International”).
Under the terms of the merger agreement and as a result of the
merger, each share of common capital stock of Baker remaining
outstanding after the completion of Merger Sub’s tender offer for
all of the common capital stock of Baker (other than those as to
which holders properly exercise dissenters rights, if any) was
converted into the right to receive an amount equal to $40.50 in
cash, without interest and subject to any applicable withholding
taxes. As a result of the merger, Baker is a wholly owned
subsidiary of Michael Baker International.
About Michael Baker Corporation
Baker provides professional planning, design, engineering and
consulting expertise for public and private sector clients
worldwide. With more than 2,900 employees in offices across the
United States, Baker is consistently ranked in the past 9 years by
ENR among the top 8% of the 500 largest U.S. design firms. Baker’s
services span the complete life cycle of infrastructure and managed
asset projects, including planning, design, construction services,
asset management and asset renewal. The company creates value for
its clients by delivering innovative and sustainable solutions for
infrastructure and the environment. Baker provides services for a
variety of end markets, including surface transportation, aviation,
rail & transit, environmental, oil & gas, water, and urban
development. Learn more at www.mbakercorp.com.
About Michael Baker International, LLC (fka Integrated
Mission Solutions, LLC)
Michael Baker International provides high-end engineering,
development, intelligence and technology solutions with global
reach and mobility. With approximately 2,150 employees, Michael
Baker International provides a comprehensive continuum of mission
critical services and solutions including: engineering and
construction; technical and professional services; full life cycle
support; human intelligence operational support; analysis and
training; management consulting and competitive intelligence;
research, test, evaluation, and procurement of emerging
technologies; software development; and enterprise solutions.
Michael Baker International has a diverse customer base with a
primary focus on the United States Intelligence Community,
Department of State, Department of Homeland Security, United States
Army Corps of Engineers and other federal agencies. Learn more at
www.integratedmissionsolutionsllc.com.
About DC Capital Partners, LLC
DC Capital is a private investment firm headquartered in
Alexandria, VA focused on making control investments in middle
market companies that provide differentiated and innovative
services and solutions to the United States government. DC
Capital's investment strategy emphasizes sectors that it believes
offer the most compelling growth opportunities including,
Infrastructure and Development, Intelligence, Security, Information
Technology, and Operations and Maintenance. Learn more at
www.dccapitalpartners.com.
Note with respect to Forward-Looking
Statements:
This press release contains forward-looking statements with
respect to the tender offer and related transactions. When used in
this press release, the words “can,” “will,” “intends,” “expects,”
“is expected,” similar expressions and any other statements that
are not historical facts are intended to identify those assertions
as forward-looking statements. Such statements are based on a
number of assumptions that could ultimately prove inaccurate, and
are subject to a number of risk factors. Factors that could cause
actual results to differ materially include the following: the risk
that Baker’s businesses will suffer due to uncertainty related to
the transaction, the competitive environment in our industry and
competitive responses to the transaction. Baker does not assume any
obligation to update any forward-looking statement, whether as a
result of new information, future events or otherwise. Further
information on factors that could affect Baker’s financial results
is provided in documents filed by Baker with the SEC, including
Baker’s recent filings on Form 10-Q and Form 10-K.
DC Capital Partners, LLCGail Dady, 202-737-5222
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