MOSAID Says ISS and Glass Lewis Recommend Shareholders Vote FOR $46 Per Share ...
OTTAWA, ONTARIO--(Marketwire - Dec. 8, 2011) - MOSAID Technologies Inc. (TSX:MSD) today announced that proxy advisors Institutional Shareholder Services (ISS) and Glass Lewis have each recommended that shareholders vote in favour of a $46 per share cash takeover by Sterling Partners. The transaction has a value of approximately $590 million on a fully-diluted basis.
As first announced on October 27, 2011, Sterling Partners' offer is proceeding under a Plan of Arrangement and is subject to approval by at least 66 2/3% of the votes cast at a special meeting of MOSAID shareholders.
In their reports, ISS and Glass Lewis each indicated that a vote for the Arrangement was warranted, based on a review of the terms of the transaction, the cash consideration at a satisfactory premium, and the competitive bidding process.*
John Lindgren, President and CEO, MOSAID, stated: "The ISS and Glass Lewis recommendations validate the view of MOSAID's Board of Directors that the Sterling offer was the most attractive offer made for the shares of MOSAID and represents the best sale alternative available for shareholders."
Details of the Meeting
The special meeting of MOSAID shareholders will be held at the Brookstreet Hotel at 525 Legget Drive, Ottawa, Ontario, on Monday, December 19, 2011 at 9:00 a.m. (Eastern). The record date for notice and voting at the special meeting was November 15, 2011.
If the proposed arrangement transaction is approved by the requisite number of votes cast at the special meeting by shareholders present in person, or represented by proxy, a final order approving the arrangement will be sought from the Court at a hearing on or about December 22, 2011. Assuming this final order is received and all other conditions precedent to closing the arrangement are satisfied or waived at the time, the arrangement is currently expected to close on or about December 23, 2011.
The Board of Directors of MOSAID, based on the unanimous recommendation of the Special Committee and upon consultation with its financial and legal advisors, unanimously recommended that MOSAID shareholders accept the Sterling Partners offer by voting FOR the Arrangement resolution.
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AP, COLORADO ROCKIES_Traded RHP Huston Street and cash to the San Diego for a player to be named and cash. MIAMI MARLINS_Agreed to terms with SS Jose Reyes on a six-year contract and LHP Mark Buehrle. MILWAUKEE BREWERS_Announced RHP Francisco Rodriguez
8, 2011) - MOSAID Technologies Inc. (TSX:MSD) today announced that proxy advisors Institutional Shareholder Services (ISS) and Glass Lewis have each recommended that shareholders vote in favour of a $46 per share cash takeover by Sterling Partners.
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