GERMANTOWN, Md., Jan. 28, 2011 /PRNewswire/ --
Optelecom-NKF, Inc. (Nasdaq: OPTC, "Optelecom-NKF") announces
the completion of its acquisition by TKH Group N.V. (NYSE Euronext
Amsterdam, AMS: TWEKA, "TKH") on January 27,
2011.
Pursuant to the merger agreement by and among Optelecom-NKF, TKH
and a subsidiary of TKH, Optelecom-NKF's stockholders are entitled
to receive $2.45 in cash, without
interest and less any applicable withholding taxes, for each share
of Optelecom-NKF's common stock owned by them. As a result of
the merger, Optelecom-NKF's common stock is no longer listed for
trading on The Nasdaq Capital Market effective as of the close of
business on January 27, 2011.
Alexander van der Lof, CEO of
technology company TKH stated that Optelecom-NKF will contribute to
TKH's ambitious growth path in security solutions. The specific
market niches that Optelecom-NKF serves will benefit from the
complementary portfolio and technologies within the TKH group.
Through our combined sales forces we will be able to grow our
market share in the world wide security solutions market.
According to Dave Patterson,
president and CEO of Optelecom-NKF, in joining the TKH group,
Optelecom-NKF becomes a member of a global organization of
companies focused on providing innovative solutions to customers'
needs. As a TKH group subsidiary, Optelecom-NKF will
collaborate with other companies in the group to leverage
competencies and capabilities to drive new business, while
continuing to support existing customers with our products and
services.
Stockholders of record will receive a letter of transmittal and
instructions on how to surrender their shares of Optelecom-NKF's
common stock in exchange for the merger consideration.
Stockholders of record should wait to receive the letter of
transmittal before surrendering their shares.
About Optelecom-NKF
Optelecom-NKF is a global supplier of advanced video
surveillance solutions. Its range includes IP cameras, video
servers/codecs, network video recorders, fiber transmission
equipment, video management software, and video analytics. It
delivers complete solutions for traffic monitoring and security of
airports, seaports, casinos, prisons, utilities, public transit,
city centers, hospitals, and corporate campuses.
Founded in 1972, Optelecom-NKF has a strong track record in
providing its customers with expert technical advice and support in
addition to products that are developed and tested for professional
and mission critical applications. All Optelecom-NKF IP
surveillance solutions are marketed under the Siqura® name.
About TKH
Technology company TKH in the
Netherlands, is an internationally active group of companies
that specialises in creating and supplying innovative Telecom,
Building and Industrial Solutions. In TKH's business segments basic
technologies in the fields of ICT and electro-technology from the
various operating companies are combined – frequently in
partnership with suppliers – to develop total solutions. Telecom
Solutions develops, produces and supplies systems ranging from
outdoor infrastructure for telecom networks through to indoor home
networking applications. Building Solutions develops, produces and
supplies solutions in the field of efficient electro-technology
ranging from applications within buildings through to technical
systems that – combined with software – provide efficiency
solutions for the care and security sectors. Industrial Solutions,
develops, produces and supplies solutions ranging from specialty
cable, "plug and play" cable systems through to integrated systems
for the production of car and truck tyres. Growth is concentrated
in North West and Central and Eastern
Europe and Asia. In 2009,
TKH booked turnover of euro 726
million with a workforce of 3,564 employees. TKH shares are
listed on the NYSE Euronext Amsterdam. For more information, please
visit TKH Group's website: www.tkhgroup.com.
Caution Regarding Forward-Looking Statements
This communication contains forward-looking statements that
involve numerous risks and uncertainties. The statements contained
in this communication that are not purely historical are
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Exchange
Act of 1934, as amended. No assurance can be given that any
of the events anticipated by the forward-looking statements will
transpire or occur, or if any of them do so, what impact they will
have on Optelecom-NKF's results of operations or financial
condition. Accordingly, actual results may differ materially and
adversely from those expressed in any forward-looking statements.
None of Optelecom-NKF nor any other person can assume
responsibility for the accuracy and completeness of forward-looking
statements and there are various important factors that could cause
actual results to differ materially from those in any such
forward-looking statements, many of which are beyond
Optelecom-NKF's. Optelecom-NKF undertakes no obligation (and
expressly disclaims any such obligation) to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events or otherwise.
SOURCE Optelecom-NKF, Inc.