CIRCOR to Review Crane’s Unsolicited Tender Offer
June 17 2019 - 8:01AM
Business Wire
CIRCOR International, Inc. (NYSE:CIR) (“CIRCOR”) today confirmed
that Crane Co. (NYSE:CR) (“Crane”) has commenced an unsolicited
tender offer to acquire all of the outstanding shares of CIRCOR
common stock for $45 per share in cash.
Consistent with its fiduciary duties and in consultation with
its independent legal and financial advisors, the CIRCOR board of
directors will carefully review and evaluate Crane’s tender offer
to determine the course of action that it believes is in the best
interests of CIRCOR and its shareholders. CIRCOR shareholders do
not need to take any action at this time.
The CIRCOR board of directors intends to make its recommendation
with respect to the tender offer to shareholders within ten
business days by making available to shareholders and filing with
the Securities and Exchange Commission a Solicitation /
Recommendation Statement on Schedule 14D-9.
About CIRCOR
CIRCOR International, Inc. is a leading global flow control
technology company that designs, manufactures and markets
differentiated technology products and sub-systems for markets
including aerospace & defense, industrials and oil & gas.
CIRCOR has a diversified flow and motion control product portfolio
with recognized, market-leading brands that fulfill its customers’
mission critical needs. CIRCOR’s strategy is to grow organically
and through complementary acquisitions; simplify CIRCOR’s
operations; achieve world class operational excellence; and attract
and retain top talent.
CIRCOR routinely posts information that may be important to
investors in the “Investor Relations” section of its website at
www.circor.com. The company encourages investors and potential
investors to consult the CIRCOR website regularly for important
information.
Additional Information About the Crane Tender Offer
CIRCOR International, Inc. (“CIRCOR”) intends to file a
Solicitation / Recommendation Statement on Schedule 14D-9 with
respect to the Crane tender offer with the Securities and Exchange
Commission (“SEC”) within ten business days of the commencement of
the tender offer. CIRCOR SHAREHOLDERS ARE ADVISED TO READ THE
SOLICITATION / RECOMMENDATION STATEMENT AND OTHER RELEVANT
DOCUMENTS THAT ARE FILED WITH THE SEC WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TENDER
OFFER. Shareholders will be able to obtain free copies of the
Solicitation / Recommendation Statement and other documents filed
with the SEC by CIRCOR with respect to the tender offer at the
SEC’s website at http://www.sec.gov. In addition, shareholders will
be able to obtain free copies of these documents from CIRCOR by
directing a request to CIRCOR at CIRCOR International, 30 Corporate
Drive, Suite 200, Burlington, Massachusetts 01803-4238, Attention:
investor relations, or by calling (781) 270-1200. Shareholders may
also request copies of these documents from MacKenzie Partners,
Inc., which is assisting CIRCOR in this matter, by calling
800-322-2885 Toll-Free or by email at
circor@mackenziepartners.com.
Forward Looking Statements
This press release contains forward-looking statements. Reliance
should not be placed on forward-looking statements because they
involve risks, uncertainties and other factors, which are, in some
cases, beyond the control of CIRCOR. Any statements in this press
release that are not statements of historical fact are
forward-looking statements, including, but not limited to, those
relating to Crane’s unsolicited tender offer. Actual events,
performance or results could differ materially from the anticipated
events, performance or results expressed or implied by such
forward-looking statements. Important factors that could cause
actual results to vary from expectations include, but are not
limited to: our ability to respond to competitive developments and
to grow our business, both domestically and internationally;
changes in the cost, quality or supply of raw materials; our
ability to comply with our debt obligations; our ability to
successfully implement our acquisition, divestiture or
restructuring strategies, including our integration of the Fluid
Handling business; changes in industry standards, trade policies or
government regulations, both in the United States and
internationally; and our ability to operate our manufacturing
facilities at current or higher levels and respond to increases in
manufacturing costs. BEFORE MAKING ANY INVESTMENT DECISIONS
REGARDING CIRCOR, WE STRONGLY ADVISE YOU TO READ THE SECTION
ENTITLED "RISK FACTORS" IN OUR MOST RECENT ANNUAL REPORT ON FORM
10-K AND SUBSEQUENT REPORTS ON FORMS 10-Q, WHICH CAN BE ACCESSED
UNDER THE "INVESTORS" LINK OF OUR WEBSITE AT WWW.CIRCOR.COM. We
undertake no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20190617005413/en/
David F. MullenSenior Vice President FinanceCIRCOR
International(781) 270-1200
Matthew Sherman / Andi RoseJoele Frank, Wilkinson Brimmer
Katcher(212) 355-4449
CIRCOR (NYSE:CIR)
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