Whirlpool Corporation and Maytag Corporation Merger Cleared by Competition Bureau of Canada
2006年3月15日 - 4:50AM
PRニュース・ワイアー (英語)
BENTON HARBOR, Mich., and NEWTON, Iowa, March 14
/PRNewswire-FirstCall/ -- Whirlpool Corporation (NYSE:WHR) and
Maytag Corporation (NYSE:MYG) today announced that their proposed
merger has been cleared by the Competition Bureau of Canada
(Bureau). The Bureau, an independent law enforcement agency,
concluded that it has no grounds upon which to challenge the
proposed merger under Canada's Competition Act. In reaching its
conclusion, the Bureau has determined that the proposed merger will
not give rise to a substantial lessening or prevention of
competition in relation to any relevant market in Canada. The
Bureau's decision follows a thorough review, including extensive
industry contacts. (Logo:
http://www.newscom.com/cgi-bin/prnh/20040202/DETU004LOGO
http://www.newscom.com/cgi-bin/prnh/20000505/MYGLOGO ) "We are
pleased with the decision of the Competition Bureau. We believe the
Bureau's decision recognizes that the global home-appliance
industry is open and competitive," said Jeff M. Fettig, Whirlpool's
chairman and CEO. "This transaction will result in better products,
quality and service, as well as cost efficiencies, which will
enhance our ability to succeed in the competitive global
home-appliance industry. Consumers will benefit from a combined
Whirlpool and Maytag business." Ralph F. Hake, Maytag's chairman
and CEO said, "Maytag is pleased with today's decision by the
Canadian Competition Bureau. In our view, this decision reinforces
the fact that this merger is pro-competitive and is certainly in
the best interest of our company, our brands and our shareholders."
On February 13, 2006, Whirlpool and Maytag agreed with the
Antitrust Division of the U.S. Department of Justice (Division) to
a limited extension of time to complete the review of the proposed
acquisition of Maytag by Whirlpool. The companies have agreed not
to close the transaction before March 30, 2006, without the
Division's concurrence. Whirlpool and Maytag are working closely
with the Division and continue to cooperate fully with its
investigation and respond promptly to its inquiries. About
Whirlpool Corporation Whirlpool Corporation is a global
manufacturer and marketer of major home appliances, with annual
sales of more than $14 billion, 68,000 employees, and nearly 50
manufacturing and technology research centers around the globe. The
company markets Whirlpool, KitchenAid, Brastemp, Bauknecht, Consul
and other major brand names to consumers in more than 170
countries. About Maytag Corporation Maytag Corporation is a $4.9
billion home and commercial appliance company focused in North
America and in targeted international markets. The corporation's
primary brands are Maytag(R), Hoover(R), Jenn-Air(R), Amana(R),
Dixie-Narco(R) and Jade(R). Whirlpool Additional Information: This
document contains "forward-looking statements" as the term is
defined in the Private Securities Litigation Reform Act of 1995.
These forward- looking statements are based on management's current
expectations and it should be understood that such statements
involve a variety of assumptions, risks and uncertainties, known
and unknown. Consequently, no forward-looking statement can be
guaranteed and actual results may differ materially.
Forward-looking statements in this document include, but are not
limited to, statements regarding expected earnings per share, cash
flow and material and oil-related costs, as well as expectations as
to the closing of the proposed merger with Maytag. Among these
factors are: (1) intense competition in the home appliance industry
reflecting the impact of both new and established global, including
Asian and European, manufacturers and the strength of trade
customers; (2) Whirlpool's ability to continue its strong
relationship with Sears Holding Corporation in North America
(accounting for approximately 16% of Whirlpool's 2005 consolidated
net sales of $14 billion) and other significant trade customers,
and the ability of these trade customers to maintain or increase
market share; (3) industry demand, which reflects factors such as
gross domestic product, consumer interest rates, consumer
confidence, housing starts, sales of existing homes and the level
of mortgage refinancing; (4) the ability of Whirlpool to achieve
its business plans, including productivity improvements, cost
control, leveraging of its global operating platform and
acceleration of the rate of innovation; (5) fluctuations in the
cost of key materials (including steel, oil, plastic resins, copper
and zinc) and components and the ability of Whirlpool to offset
cost increases; (6) the ability of suppliers of critical parts,
components and manufacturing equipment to deliver sufficient
quantities to Whirlpool in a timely and cost-effective manner; (7)
changes in market conditions, health care cost trends and pending
regulation that could increase future funding obligations for
pension and post-retirement benefit plans; (8) the cost of
compliance with environmental and health and safety regulation,
including new regulations in Europe regarding appliance disposal;
(9) potential exposure to product liability claims, including the
outcome of Whirlpool's previously- announced investigation of a
supplier-related quality and potential product safety problem that
may affect up to 3.5 million appliances manufactured between 2000
and 2002; (10) the impact of labor relations; (11) Whirlpool's
ability to obtain and protect intellectual property rights; (12)
the ability of Whirlpool to manage foreign currency and its
effective tax rate; (13) global, political and/or economic
uncertainty and disruptions, especially in Whirlpool's significant
geographic markets, including uncertainty and disruptions arising
from natural disasters or terrorist activities; and (14) risks
associated with operations outside the U.S. Other such factors
relate to Whirlpool's pending merger with Maytag Corporation,
including (1) the ability of Whirlpool and Maytag to satisfy the
remaining conditions to closing (including regulatory approval) and
the costs and consequences of not closing; (2) the effect on
Maytag's business of the pending transaction; and (3) in the event
the merger is completed, Whirlpool's ability to integrate the
business of Maytag on a timely basis and realize the full
anticipated benefits of the merger within the current estimate of
costs. Additional information concerning these factors can be found
in Whirlpool's filings with the Securities and Exchange Commission
including Whirlpool's Form 10-K for the year ended December 31,
2005. The Company undertakes no obligation to update any
forward-looking statement, and investors are advised to review
disclosures in the Company's filings with the Securities and
Exchange Commission. It is not possible to foresee or identify all
factors that could cause actual results to differ from expected or
historic results. Therefore, investors should not consider the
foregoing factors to be an exhaustive statement of all risks,
uncertainties, or factors that could cause actual results to differ
from forward-looking statements. Maytag Additional Information:
This document includes statements that do not directly or
exclusively relate to historical facts. Such statements are
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These forward-looking statements speak only
as of this date and include statements regarding anticipated future
financial operating performance and results and expectations as to
the closing of the transaction with Whirlpool. These statements are
based on the current expectations of management of Maytag. There
are a number of risks and uncertainties that could cause actual
results to differ materially from the forward-looking statements
included in this document. For example, with respect to the
transaction with Whirlpool (1) conditions to the closing of the
transaction may not be satisfied or the merger agreement may be
terminated prior to closing; (2) Maytag may be unable to obtain the
regulatory approvals required to close the transaction, or required
regulatory approvals may delay the transaction or result in the
imposition of conditions that could have a material adverse effect
on Maytag or cause the parties to abandon the transaction; (3)
Maytag may be unable to achieve cost-cutting goals or it may take
longer than expected to achieve those goals; (4) the transaction
may involve unexpected costs or unexpected liabilities; (5) the
credit ratings of Maytag or its subsidiaries may be different from
what the parties expect; (6) the businesses of Maytag may suffer as
a result of uncertainty surrounding the transaction; (7) the
industry may be subject to future regulatory or legislative actions
that could adversely affect Maytag; and (8) Maytag may be adversely
affected by other economic, business, and/or competitive factors.
Additional factors that may affect the future results of Maytag are
set forth in its filings with the Securities and Exchange
Commission ("SEC"), which are available at
http://www.maytagcorp.com/ . Maytag undertakes no obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. For a
description of such factors, refer to "Risk Factors" and "Forward-
Looking Statements" in Maytag's Form 10-K for the year ended Dec.
31, 2005. http://www.newscom.com/cgi-bin/prnh/20040202/DETU004LOGO
http://www.newscom.com/cgi-bin/prnh/20000505/MYGLOGO DATASOURCE:
Whirlpool Corporation; Maytag Corporation CONTACT: Whirlpool
Contacts: Media: Christopher Wyse, +1-269-923-3417, , Investors:
Larry Venturelli, +1-269-923-4678, ; Maytag Contacts: Karen Lynn,
+1-641-787-8185, , or John Daggett, +1-641-787-7711, Web site:
http://www.whirlpoolcorp.com/ http://www.maytagcorp.com/
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