MKS Shareholders Approve Acquisition of MKS by PTC
Waterloo, ON – May 24, 2011: MKS Inc. (TSX:MKX) (“MKS”) today announced that shareholders have approved the previously announced acquisition by Parametric Technology Corporation (“PTC”) of all of the outstanding common shares of MKS at a price of Cdn $26.20 cash per share. The transaction will be effected pursuant to a statutory plan of arrangement (the "Arrangement").
Waterloo, ON – May 24, 2011: MKS Inc. (TSX:MKX) ("MKS") today announced that shareholders have approved the previously announced acquisition by Parametric Technology Corporation ("PTC") of all of the outstanding common shares of MKS at a price of Cdn $26.20 cash per share. The transaction will be effected pursuant to a statutory plan of arrangement (the "Arrangement").
At a special meeting of shareholders today, 6,552,968 votes were cast in respect of MKS' 10,397,070 outstanding common shares. The transaction was approved by 99.969% of the votes cast by holders of common shares, voting separately as a class, and by 99.968% of the votes cast by holders of common shares other than common shares held by certain senior officers of MKS.
Philip Deck, Executive Chairman of MKS, said "An overwhelming number of MKS’ shares were voted in favour of this transaction, and we are pleased with the result."
Completion of the transaction remains subject to obtaining a final order of the Ontario Superior Court of Justice approving the Arrangement and the satisfaction or waiver of the other conditions specified in the arrangement agreement dated April 6, 2011 between MKS, PTC and PTC NS ULC. The final court hearing in respect of the Arrangement is scheduled to be held on May 26, 2011. Assuming court approval is obtained and that all other conditions to the Arrangement are satisfied or waived, the Arrangement is expected to become effective on or about May 31, 2011.
MKS enables organizations to reduce the overwhelming complexity of developing software intensive products thereby removing barriers to rapid innovation.
MKS Integrity manages all systems and software development processes and connects all engineering artifacts, including requirements, models, code and tests, ensuring comprehensive lifecycle traceability. MKS Integrity's open architecture integrates disparate tools into a streamlined engineering process, allowing orchestration of engineering change and collaboration across the technology supply chain. With MKS Integrity, engineering teams improve productivity and quality, streamline compliance and gain complete product visibility, which ultimately drives more innovative products into the market.
With offices worldwide, MKS supports customers across industries including, Automotive, Aerospace and Defense, High Tech Electronics and Medical Devices. For more information about MKS and MKS Integrity, visit our web site at http://www.mks.com.
Copyright © 2011 MKS Inc. MKS and MKS Integrity are trademarks of MKS Inc. All other trademarks mentioned in this release are the property of their respective owners.
This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect the Company’s current views with respect to future events and are subject to such risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made including those factors detailed from time to time in filings made by the Company with Canadian securities regulatory authorities. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. Although the Company believes the expectations represented by such forward looking statements are reasonable, there can be no assurance that those expectations will prove to be correct. The Company does not intend and does not assume any obligation to update these forward-looking statements.
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