Cenveo and Cadmus Communications Announce Termination of the Hart-Scott-Rodino Waiting Period
February 06 2007 - 4:12PM
PR Newswire (US)
STAMFORD, Conn. and RICHMOND, Va., Feb. 6 /PRNewswire-FirstCall/ --
Cenveo, Inc. (NYSE:CVO) and Cadmus Communications Corporation
(NASDAQ:CDMS) jointly announced today the early termination of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended, in connection with Cenveo's previously
announced agreement to acquire Cadmus. The acquisition, subject to
other customary closing conditions, is expected to be completed
shortly after the Cadmus shareholders' meeting, which is scheduled
for March 7, 2007. (Logo:
http://www.newscom.com/cgi-bin/prnh/20051021/LAF063LOGO) (Logo:
http://www.newscom.com/cgi-bin/prnh/20070206/LATU114LOGO) Cenveo is
one of North America's leading providers of print and visual
communications, with one-stop services from design through
fulfillment. The Company's broad portfolio of services and products
include commercial printing, envelopes, labels, packaging and
business documents delivered through a network of production,
fulfillment and distribution facilities throughout North America.
Cadmus Communications Corporation provides end-to-end, integrated
graphic communications services to professional publishers,
not-for-profit societies and corporations. Cadmus is the world's
largest provider of content management and production services to
scientific, technical and medical journal publishers, the fifth
largest periodicals printer in North America, and a leading
provider of specialty packaging and promotional printing services.
Additional information about Cadmus is available at
http://www.cadmus.com/. Cadmus has filed a definitive proxy
statement with the Securities and Exchange Commission concerning
the proposed merger transaction. In addition, Cadmus and Cenveo may
file other relevant documents concerning the merger with the
Securities and Exchange Commission. Holders of Cadmus common stock
are urged to read the proxy statement and such other documents as
they become available because they will contain important
information. In addition, Cadmus and its directors and executive
officers and other members of its management and its employees may
be deemed to be participants in the solicitation of proxies from
the shareholders of Cadmus with respect to the transactions
contemplated by the agreement of merger. Information about the
directors and officers of Cadmus in the merger is available in the
definitive proxy statement and other documents that Cadmus has or
will file with the SEC. Investors are able to obtain a free copy of
the documents filed with the SEC by Cenveo and Cadmus at the SEC's
website http://www.sec.gov/. Investors are also able to obtain a
free copy of the relevant documents filed by Cadmus by contacting
Paul Suijk at Cadmus at: 1801 Bayberry Court, Suite 200, Richmond,
VA 23226 or online at http://www.cadmus.com/investors/. Statements
made in this release, other than those concerning historical
financial information, may be considered forward-looking
statements, which speak only as of the date of this release and are
based upon current expectations and involve a number of
assumptions, risks and uncertainties that could cause the actual
result to differ materially from such forward-looking statements.
Those assumptions, risks and uncertainties include, without
limitation: (1) uncertainties regarding future growth and our
ability to successfully integrate acquisitions; (2) substantial
indebtedness impairing our financial condition and limiting our
ability to incur additional debt; (3) indebtedness imposing
significant restrictions on our business; (4) additional
indebtedness exacerbating the above factors; (5) debt instruments
providing cross defaults causing all debt to become due and payable
as a result of a default under an unrelated debt instrument; (6)
our history of losses and uncertain return to consistent
profitability; (7) the absence of long-term customer agreements in
our industry, subjecting our business to fluctuations; (8) factors
affecting the U.S. postal services; (9) increases in paper costs
and decreases in its availability; (10) availability of alternative
delivery media; (11) intense competition; (12) supply,
availability, and costs of raw materials and components; (13) fires
or explosions at any of the Company's facilities; (14)
environmental rules and regulations, non-compliance with which may
expose the Company to adverse consequences; (15) acquisitions that
might be unsuccessful; (16) contract pricing and timing of awards;
(17) changing economic and political conditions in the U.S. and in
other countries; (18) dependence on key management personnel; (19)
customer product acceptance; (20) continued access to technical and
capital resources; (21) availability of insurance coverage at
acceptable terms; (22) changes in accounting or tax rules or
pronouncements; (23) actual pension asset returns and assumptions
regarding future returns, discount rates, and service costs; (24)
changes in cost estimates related to restructuring or relocation of
facilities; (25) the timing and extent of changes in interest
rates; (26) access to capital markets and the costs thereof; (27)
legal proceedings; and (28) other economic, political, and
technological risks and uncertainties. This list of factors is not
exhaustive, and new factors may emerge or changes to the foregoing
factors may occur that would impact Cenveo's or Cadmus' businesses.
Additional information regarding these and other factors may be
contained in Cenveo's and Cadmus' filings with the SEC. All such
risk factors are difficult to predict and contain material
uncertainties that may affect actual results and may be beyond the
Cenveo's or Cadmus' control. Cenveo's risks and uncertainties are
set forth under Item 1 and Item 1A, Risk Factors, in Cenveo's
Annual Report on Form 10-K for the fiscal year ended December 31,
2005, and Cenveo's other SEC filings. A copy of the Annual Report
is available at http://www.cenveo.com/. Cadmus' risks and
uncertainties are set forth under Item 1 and Item 1A, Risk Factors,
in Cadmus' Annual Report on Form 10-K for the fiscal year ended
June 30, 2006, and Cadmus' other SEC filings. A copy of the Annual
Report is available at http://www.cadmus.com/. Inquiries from
analysts and investors should be directed to Robert G. Burton, Jr.
at (203) 595-3005 of Cenveo and Paul Suijk, (804) 287-5694 of
Cadmus. http://www.newscom.com/cgi-bin/prnh/20051021/LAF063LOGO
http://www.newscom.com/cgi-bin/prnh/20070206/LATU114LOGO
http://photoarchive.ap.org/ DATASOURCE: Cenveo, Inc.; Cadmus
Communications Corporation CONTACT: Robert G. Burton, Jr. of
Cenveo, +1-203-595-3005; or Paul Suijk of Cadmus, +1-804-287-5694
Web site: http://www.cenveo.com/ http://www.cadmus.com/
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