Kinetic Concepts, Inc. Shareholders Approve Merger Agreement
28 Octobre 2011 - 5:44PM
Business Wire
Kinetic Concepts, Inc. (NYSE: KCI) today announced that its
shareholders have voted to approve the proposed merger with an
affiliate of a consortium comprised of investment funds advised by
Apax Partners and controlled affiliates of Canada Pension Plan
Investment Board and the Public Sector Pension Investment
Board.
Approval of the merger required the affirmative vote of holders
of two-thirds of KCI’s outstanding shares entitled to vote.
Approximately 86 percent of the outstanding shares of common stock
of KCI as of the record date were voted at the special meeting. Of
the shares that were voted, approximately 99.9 percent were voted
in favor of the merger and .05 percent were voted against the
merger. KCI’s shareholders also voted to approve the non-binding
proposal regarding certain merger-related executive compensation
arrangements.
Upon consummation of the merger, KCI shareholders (except for
KCI shareholders who have properly exercised rights of dissent and
appraisal) will receive $68.50 in cash for each share of KCI common
stock. The transaction is expected to close in early November.
About KCI
Kinetic Concepts, Inc. (NYSE: KCI) is a leading global medical
technology company devoted to the discovery, development,
manufacture and marketing of innovative, high-technology therapies
and products for the wound care, tissue regeneration and
therapeutic support system markets. Headquartered in San Antonio,
Texas, KCI’s success spans more than three decades and can be
traced to a history deeply rooted in innovation and a passion for
significantly improving the healing and the lives of patients
around the world. The company employs approximately 7,100 people
and markets its products in more than 20 countries. For more
information about KCI and how its products are changing the
practice of medicine, visit www.KCI1.com.
Forward-Looking Statements
This release contains forward-looking statements, which may be
identified by words such as “believes,” “expects,” “anticipates,”
“estimates,” “projects,” “intends,” “should,” “seeks,” “future,”
“continue,” or the negative of such terms, or other comparable
terminology. Forward-looking statements are subject to risks,
uncertainties, assumptions and other factors that are difficult to
predict and that could cause actual results to vary materially from
those expressed in or indicated by them. Factors that could cause
actual results to differ materially include, but are not limited
to: (1) the occurrence of any event, change or other circumstances
that could give rise to the termination of the merger agreement;
(2) the outcome of any legal proceedings that may be instituted
against KCI and others following announcement of the merger
agreement; (3) the inability to complete the merger due to the
failure to satisfy the conditions to the merger; (4) risks that the
proposed transaction disrupts current plans and operations and
potential difficulties in employee retention as a result of the
merger; (5) the ability to recognize the benefits of the merger;
(6) legislative, regulatory and economic developments; and (7)
other factors described in KCI’s filings with the SEC. Many of the
factors that will determine the outcome of the subject matter of
this filing are beyond KCI’s and the Apax consortium’s ability to
control or predict. KCI can give no assurance that the conditions
to the merger will be satisfied. Except as required by law, KCI
undertakes no obligation to revise or update any forward-looking
statement, or to make any other forward-looking statements, whether
as a result of new information, future events or otherwise. KCI is
not responsible for updating the information contained in this
filing beyond the published date, or for changes made to this
filing by wire services or Internet service providers.
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