Washington Group International Stockholders Approve Merger With URS Corporation
2007年11月16日 - 12:00AM
PRニュース・ワイアー (英語)
BOISE, Idaho, Nov. 15 /PRNewswire-FirstCall/ -- Washington Group
International (NYSE:WNG) announces that, at a special meeting of
stockholders held earlier today, its stockholders adopted and
approved Washington Group's amended merger agreement with URS
Corporation (NYSE:URS), providing for the acquisition of Washington
Group by URS. The merger is expected to close later today. Under
the terms of the amended merger agreement, Washington Group
stockholders can elect to receive cash, stock, or cash and stock
for their shares (subject to proration), with a consideration value
of 0.90 shares of URS common stock plus $43.80 in cash for each
Washington Group share. Election forms were previously distributed
to Washington Group stockholders and must be received by the
exchange agent no later than 5 p.m. Eastern Time on the day that is
three business days after the date the merger is declared
effective. If the merger is declared effective today as currently
anticipated, the election forms will be due at 5 p.m. Eastern Time
on Tuesday, November 20, 2007. The consideration to be paid to
stockholders that elect to receive all cash or all stock, and any
prorationing, will be determined based on the volume-weighted
average price of URS common stock during the five trading days
ending on November 14, 2007, the day before Washington Group's
stockholder vote. The volume-weighted average price of URS common
stock during this five-trading day period was $57.0184. Washington
Group International (NYSE:WNG) provides the talent, innovation, and
proven performance to deliver integrated engineering, construction,
and management solutions for businesses and governments worldwide.
Headquartered in Boise, Idaho, with approximately $4 billion in
annual revenue, the company has approximately 25,000 people at work
around the world providing solutions in power, environmental
management, defense, oil and gas processing, mining, industrial
facilities, transportation, and water resources. For more
information, visit http://www.wgint.com/. Forward-Looking
Statements This news release contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, as amended, which are identified by the use of
forward-looking terminology such as may, will, could, should,
expect, anticipate, intend, plan, estimate, or continue or the
negative thereof or other variations thereof. Each forward-looking
statement, including, without limitation, any financial guidance,
speaks only as of the date on which it is made, and Washington
Group undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date on
which it is made or to reflect the occurrence of anticipated or
unanticipated events or circumstances. The forward-looking
statements are necessarily based on assumptions and estimates of
management and are inherently subject to various risks and
uncertainties. Actual results may vary materially as a result of
changes or developments in social, economic, business, market,
legal, and regulatory circumstances or conditions, both
domestically and globally, as well as due to actions by customers,
clients, suppliers, business partners, or government bodies.
Performance is subject to numerous factors, including demand for
new power generation and for modification of existing power
facilities, public sector funding, demand for extractive resources,
capital spending plans of customers, and spending levels and
priorities of the U.S. federal and state and other governments.
Results may also vary as a result of difficulties or delays
experienced in the execution of contracts or implementation of
strategic initiatives. Results may also be impacted by costs
relating to the proposed merger transaction with URS Corporation
and the timing of such merger transaction if it is approved by both
companies' stockholders. For additional risks and uncertainties
impacting the forward-looking statements contained in this news
release, please see "Note Regarding Forward-Looking Information"
and "Item 1A. Risk Factors" in Washington Group's annual report on
Form 10-K for fiscal year 2006. CONTACTS: Media: Laurie
Spiegelberg, Vice President of Corporate Communications, Washington
Group International, 208-386-5255 Or Kekst and Company, Adam
Weiner, 212-521-4800 Investors: George Juetten, Executive Vice
President and Chief Financial Officer, Washington Group
International, 208-386-5698 Or MacKenzie Partners, Inc., Dan Burch
or Larry Dennedy, 212-929-5239 DATASOURCE: Washington Group
International CONTACT: media, Laurie Spiegelberg, Vice President of
Corporate Communications of Washington Group International,
+1-208-386-5255; or Adam Weiner of Kekst and Company,
+1-212-521-4800, for Washington Group International; or investors,
George Juetten, Executive Vice President and Chief Financial
Officer of Washington Group International, +1-208-386-5698; or Dan
Burch or Larry Dennedy, both of MacKenzie Partners, Inc.,
+1-212-929-5239, for Washington Group International Web site:
http://www.wgint.com/
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