Published:
MTC Technologies, Inc. Stockholders Adopt Agreement and Plan of Merger
DAYTON, Ohio, Feb. 28 /PRNewswire-FirstCall/ -- MTC Technologies, Inc.
(Nasdaq Global Select Market: MTCT), an industry-recognized provider of
aircraft modernization and sustainment, professional services, C4ISR, and
logistics solutions to the Department of Defense and national security
agencies, announced today that the stockholders of MTC Technologies, Inc., a
Delaware corporation ("MTC") voted to adopt the Agreement and Plan of Merger
dated December 21, 2007 (the "Merger Agreement"), by and among BAE Systems,
Inc., a Delaware corporation ("BAE Systems"), Mira Acquisition Sub Inc., a
Delaware corporation and a wholly owned subsidiary of BAE Systems, Inc.
("Merger Sub") and MTC. Approximately 99.9% of the shares of MTC common stock
voted at the special meeting of MTC stockholders were voted in favor of the
proposal to adopt the Merger Agreement. This equates to approximately 90% of
the total number of shares of MTC common stock outstanding and entitled to
vote at the special meeting of MTC stockholders.
TheUnited States Department of the Treasury has notified MTC and BAE
Systems that the Committee on Foreign Investment in theUnited States ("CFIUS")
completed its review of the proposed merger (the "Merger") of Merger Sub with
and into MTC pursuant to the Merger Agreement. CFIUS determined that there
were no issues of national security to warrant an investigation under the
Exon-Florio Amendment. Therefore, CFIUS concluded action under the Exon-Florio
Amendment with respect to the Merger.
MTC expects the Merger to close in the first half of 2008.
Forward-looking Statements
This document contains forward-looking statements within the meaning of
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995, which involve a number of risks and uncertainties. MTC cautions readers
that any forward-looking information is not a guarantee of future performance
and that actual results could differ materially from those contained in the
forward-looking information, including risks and uncertainties specific to the
proposed transaction, such as, among other things: the risk that the
acquisition may not be completed in the time frame expected by the parties;
the failure to satisfy all of the other conditions to the proposed transaction;
and adverse effects on the market price of the MTC's common stock and on MTC's
operating results in the event of a failure to complete the proposed
transaction. Additional factors that may affect future results are contained
in MTC's filings with the SEC, which are available at the SEC's web site at
www.sec.gov. All forward-looking statements included in this document are
based upon information available to MTC as of the date of this document and
speak only as of the date hereof. MTC disclaims any obligation to update and
revise statements contained in these materials based on new information or
otherwise.
For further information on MTC, visit the website at
www.mtctechnologies.com.
SOURCE MTC Technologies, Inc.
Copyright © 2008, PRNewswire
Copyright © 2008, NewsBlaze,
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