Edwards Group Shareholders Approve Atlas Copco Acquisition
Edwards Group Limited (Nasdaq: EVAC) ("Edwards" or the "Company"), a leading developer and manufacturer of sophisticated vacuum products, abatement systems and related value-added services, announces that an Extraordinary General Meeting ("EGM") of its shareholders convened today has approved by the requisite majority, the proposed merger with Atlas Copco Group (NASDAQ OMX Stockholm: ATCO A, ATCO B), the Sweden-based provider of industrial productivity solutions, pursuant to a definitive merger agreement entered into on August 19, 2013.
Under the terms of the merger agreement, a subsidiary of Atlas Copco will acquire Edwards for a per-share consideration of up to $10.50, which includes a fixed cash payment of $9.25 at closing and an additional payment of up to $1.25 per share post-closing, depending on Edwards's achievement of 2013 revenue within the range of £587.5 million to £650 million and achievement of a related Adjusted EBITDA target within the range of £113.9 million to £145 million. The transaction is expected to close in the first quarter of 2014.
Approximately 95% of the outstanding ordinary shares (including ordinary shares underlying outstanding American Depositary Shares) were voted at the EGM, with approximately 98% of such voted shares