RF Monolithics Stockholders Approve Merger Agreement
2012年6月30日 - 5:00AM
ビジネスワイヤ(英語)
RF Monolithics, Inc. (NASDAQ: RFMI) (“RFM” or the “Company”)
today announced that its stockholders have voted to approve the
proposed merger with an affiliate of Murata Electronics North
America, Inc.
The merger was approved by approximately 96.8% of the Company’s
shares of common stock that were voted, in person or by proxy, at
the special meeting.
Upon consummation of the merger, RFM stockholders will receive
$1.78 in cash for each share of RFM common stock. The transaction
is expected to close on or around July 1, 2012.
Shortly after the closing of the merger, stockholders of record
will receive a letter of transmittal and instructions on how to
submit their certificates representing RFM common stock in exchange
for the merger consideration. Each stockholder should wait to
receive such documents before attempting to transmit any
certificates.
About RFM
RF Monolithics, Inc., headquartered in Dallas, Texas, is a
provider of solutions-driven, technology-enabled wireless
connectivity for a broad range of wireless applications—from
individual standard and custom components to modules for
comprehensive industrial wireless sensor networks and
machine-to-machine (M2M) technology. For more information on RF
Monolithics, Inc., please visit the Company’s website at
www.RFM.com.
Forward-Looking Statements
Certain statements contained herein are “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements include
statements regarding the intent, belief or current expectations of
the Company and members of its management team, as well as the
assumptions on which such statements are based, and generally are
identified by the use of words such as “anticipates,” “believes,”
“estimates,” “expects,” “forecasts,” “intends,” “may,” “plans,”
“projects,” “seeks,” “should,” “targets,” “will,” or similar
expressions. Forward-looking statements involve assumptions,
estimates, expectations, forecasts, goals, projections, risks and
uncertainties. Forward-looking statements are not guarantees of
future performance and involve risks and uncertainties that actual
results may differ materially from those contemplated by such
forward-looking statements. Many of these factors are beyond the
Company’s ability to control or predict. Such risks and
uncertainties include, but are not limited to, any conditions
imposed in connection with the merger, the satisfaction of various
conditions to the closing of the merger contemplated by the
Agreement and Plan of Merger, dated April 12, 2012 (as it may be
amended from time to time, the “Merger Agreement”), among the
Company, Murata Electronics North America, Inc. and Ryder
Acquisition Company, Limited, risks related to economic conditions
as they relate to the Company’s customer base, the collection of
receivables from the Company’s customers who may be affected by
economic conditions, the highly competitive market in which the
Company operates, rapid changes in technologies that may displace
products sold by the Company, declining prices of products, the
Company’s reliance on distributors, delays in product development
efforts, uncertainty in consumer acceptance of the Company’s
products, changes in the Company’s level of sales or profitability,
manufacturing and sourcing risks, availability of materials, cost
of components for the Company’s products, product defects and
returns, and other factors discussed in the Company’s Annual Report
on Form 10-K for the fiscal year ended August 31, 2011 filed with
the Securities and Exchange Commission (the “SEC”), and in all
filings made by the Company with the SEC subsequent to the filing
of the Form 10-K. These risks and uncertainties should be
considered in evaluating any forward-looking statements contained
herein. Each forward-looking statement speaks only as of the date
of the particular statement and the Company does not undertake any
obligation to update or revise such forward-looking statements,
whether as a result of new information, future events or
otherwise.
RF Monolithics (NASDAQ:RFMI)
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