DDi Announces Stockholder Approval of Merger with Viasystems
2012年5月25日 - 5:05AM
ビジネスワイヤ(英語)
DDi Corp. (NASDAQ: DDIC) announced today that its stockholders
have approved the adoption of the previously-announced merger
agreement by and among DDi, Viasystems Group, Inc. (NASDAQ: VIAS)
and Victor Merger Sub Corp. (“Merger Sub”), a wholly-owned
subsidiary of Viasystems. Pursuant to the merger agreement, upon
completion of the merger of Merger Sub with and into DDi, DDi will
become a wholly-owned subsidiary of Viasystems. The merger remains
subject to customary closing conditions and is expected to close in
the next week.
Mikel Williams, President and Chief Executive Officer of DDi
Corp., stated, “We continue to believe that this transaction
creates a world class leader in PCB and related electro-mechanical
solutions, with a large breadth of technology and manufacturing
capabilities to provide customers a complete spectrum of services
and technology from quick-turn to high volume PCB manufacturing,
and an excellent opportunity for the continued success of DDi
employees. We also believe the merger provides significant value to
our stockholders and are pleased that our stockholders have given
their overwhelming support for the transaction.”
About DDi
DDi is a leading provider of time-critical,
technologically-advanced PCB engineering and manufacturing
services. The Company specializes in engineering and fabricating
complex multi-layer PCBs on a quick-turn basis, with lead times as
short as 24 hours primarily in North America. DDi has over 1,000
PCB customers in various end-markets including communications and
computing, military and aerospace, industrial electronics,
instrumentation, medical and high-durability commercial markets.
DDi's engineering capabilities and seven manufacturing facilities
located in the United States and Canada enable them to respond to
time-critical orders and technology challenges for customers. For
additional information about DDi, please visit the company’s
website at www.ddiglobal.com.
Forward-Looking Statements:
Certain statements in this communication regarding the proposed
transaction between DDi and Viasystems, the expected timetable for
completing the transaction, benefits and synergies of the
transaction, future opportunities for the combined company and
products and any other statements regarding DDi and Viasystems’
future expectations, beliefs, goals, plans or prospects constitute
forward-looking statements made within the meaning of Section 21E
of the Securities Exchange Act of 1934 (collectively,
forward-looking statements). These forward-looking statements are
subject to various risks and uncertainties that could cause actual
results to differ materially from those described in the
forward-looking statements. Generally, these forward-looking
statements can be identified by the use of forward-looking
terminology such as “anticipate,” “believe,” “estimate,” “expect,”
“forecast,” “intend,” “plan,” “project,” “should,” “could” and
similar expressions. Factors that may affect those forward-looking
statements include, among other things:
- the risk that the merger may not be
consummated in a timely manner, including but not limited to, due
to the failure to satisfy the closing conditions;
- the risk that the merger agreement may
be terminated as a result of circumstances that we may be unable to
control;
- the risk relating to the possibility
that the parties may be unable to achieve expected synergies and
operating efficiencies within the expected time-frames or at all,
and that Viasystems may not be able to successfully integrate DDi’s
operations;
- the possibility of disruption from the
merger making it more difficult to maintain business and
operational relationships;
- risks regarding employee
retention;
- the effect of the announcement of the
merger on our customer and supplier relationships, operating
results and business generally;
- any actions taken by either of the
companies, including but not limited to, restructuring or strategic
initiatives (including capital investments or asset acquisitions or
dispositions), developments beyond the companies’ control,
including but not limited to, changes in domestic or global
economic conditions, competitive conditions and consumer
preferences, adverse weather conditions or natural disasters,
health concerns, international, political or military developments,
and technological developments;
- other risks detailed in our current
filings with the Securities and Exchange Commission, including our
most recent filings on Form 10-K for the year ended
December 31, 2011, which was filed with the SEC on
February 17, 2012, under the heading “Item 1A. Risk Factors,”
and in each company’s other filings made with the SEC available at
the SEC’s website, www.sec.gov.
We caution you that reliance on any forward-looking statement
involves risks and uncertainties and that, although we believe that
the assumptions on which our forward-looking statements are based
are reasonable, any of those assumptions could prove to be
inaccurate, and as a result, the forward-looking statements based
on those assumptions could be incorrect. In light of these and
other uncertainties, you should not conclude that we will
necessarily achieve any plans and objectives or projected financial
results referred to in any of the forward-looking statements. We do
not undertake to release the results of any revisions of these
forward-looking statements to reflect future events or
circumstances. Accordingly, we caution you not to place undue
reliance on these forward-looking statements that speak only as of
the date hereof.
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