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Date Announced: 10 Feb 2011
Shareholders to receive CAD $18.25 in cash for each outstanding DALSA common share; total transaction value of CAD $337 million.
THOUSAND OAKS, CALIFORNIA and WATERLOO, ONTARIO--(Marketwire - Feb. 10, 2011) - Teledyne Technologies Incorporated (NYSE:TDY - News; "Teledyne") and DALSA Corporation (TSX:DSA - News; "DALSA") jointly announced today that at a Special Meeting of the Shareholders (the "Meeting") held earlier today, DALSA received the requisite shareholder approvals for the plan of arrangement (the "Arrangement") pursuant to which Teledyne will acquire all the issued and outstanding common shares of DALSA. Over 87.5% of DALSA's shareholders were represented in person or by proxy at the Meeting, and over 99.9% of the securities voted at the Meeting were voted in favor of the special resolution approving the Arrangement.
Under the Arrangement, DALSA shareholders will receive CAD $18.25 in cash for each outstanding DALSA common share. The aggregate value for the transaction is approximately CAD $337 million, taking into account DALSA's stock options and net cash as of December 31, 2010. The acquisition has been approved by the boards of directors of both companies, and the transaction received early termination of the waiting period required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
DALSA's application to the Ontario Superior Court of Justice (Commercial List) to obtain the final order approving the Arrangement is scheduled for Friday, February 11, 2011. Assuming court approval is obtained and that all other conditions to the Arrangement are satisfied or waived, the Arrangement is expected to become effective on or about February 12, 2011. Delisting of DALSA's common shares from the Toronto Stock Exchange is expected to occur on or about February 17, 2011.
Full details of the Arrangement and certain other matters are set out in the management information circular of DALSA (the "Information Circular") dated January 5, 2011. A copy of the definitive agreement, Information Circular, and other meeting materials can be found on the SEDAR website at www.sedar.com.
Source: Teledyne/DALSA
E-mail: via web site
Web Site: www.dalsa.com
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