Marvel Sets New Record Date of November 23, 2009 for Stockholders Entitled to Vote on Disney Merger
November 17 2009 - 9:01AM
Business Wire
Marvel Entertainment, Inc. (NYSE:MVL), a global character-based
entertainment and licensing company celebrating the 70th
anniversary of its founding in 1939, today announced that it has
set November 23, 2009 as the record date for the determination of
stockholders entitled to vote at its upcoming special meeting of
stockholders. This record date replaces the previous record date of
October 30, 2009. At the special meeting, Marvel’s stockholders
will be asked to adopt the merger agreement entered into by Marvel
and The Walt Disney Company (“Disney”), which provides for a merger
in which Marvel will become a wholly-owned subsidiary of Disney.
The meeting date for the special meeting has not yet been
determined. Depending on when Marvel is able to schedule the
special meeting, Marvel may have to adjust the record date to
ensure that the record date is not more than sixty days prior to
the date of the special meeting, as required by Marvel's
by-laws.
Important Merger Information and Additional
Information:
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. In connection with the proposed transaction,
Disney filed a Registration Statement on Form S-4 with the SEC on
September 22, 2009, as amended on October 27, 2009, that includes a
preliminary proxy statement of Marvel that also constitutes a
preliminary prospectus of Disney. These materials are not yet final
and will be further amended. Marvel will mail the proxy
statement/prospectus to its stockholders once it is final.
Investors are urged to read the definitive proxy
statement/prospectus regarding the proposed transaction when it
becomes available, because it will contain important
information. You may obtain copies of all documents filed with
the SEC regarding this transaction, including the definitive proxy
statement/prospectus when it becomes available, free of charge at
the SEC's website, www.sec.gov, or by directing a request when such
a filing is made to The Walt Disney Company, 500 South Buena Vista
Street, Burbank, CA 91521-9722, Attention: Shareholder Services or
by directing a request when such a filing is made to Marvel’s proxy
solicitor, MacKenzie Partners, Inc., 105 Madison Avenue, New York,
New York 10016 or by calling Mackenzie Partners, Inc. at (800)
322-2885 (toll free) or (212) 929-5500 (call collect).
Disney, Marvel, their respective directors and certain of their
executive officers may be considered participants in the
solicitation of proxies in connection with the proposed
transaction. Information about the directors and executive
officers of Marvel is set forth in the preliminary proxy
statement/prospectus contained in the Registration Statement on
Form S-4 (Amendment No. 1) filed by Disney on October 27, 2009.
Information about the directors and executive officers of Disney
is set forth in its definitive proxy statement, which was filed
with the SEC on January 16, 2009.
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