Symbol Technologies Announces Special Shareholder Meeting to Be Held on January 9, 2007
02 12월 2006 - 5:53AM
PR Newswire (US)
HOLTSVILLE, N.Y., Dec. 1 /PRNewswire-FirstCall/ -- Symbol
Technologies, Inc. (NYSE:SBL), The Enterprise Mobility Company(TM),
today announced it has scheduled a special meeting of shareholders
for Tuesday, January 9, 2007, to consider and vote upon the
proposed agreement and plan of merger between Symbol and Motorola,
Inc. (NYSE:MOT). The proposed acquisition of Symbol by Motorola was
previously announced on September 19, 2006. (Logo:
http://www.newscom.com/cgi-bin/prnh/20041029/SYMBOLOGO ) Symbol
shareholders of record at the close of business on December 5,
2006, will be entitled to notice of the special meeting and to vote
on the proposal. The special meeting will be held on Tuesday,
January 9, 2007, at 9 a.m., at the law offices of Dechert LLP, 30
Rockefeller Plaza, New York. Symbol will mail its definitive proxy
statement to its shareholders on or about December 8, 2006. Symbol
expects that the transaction will close as soon as possible
following the special meeting of shareholders, subject to the
adoption of the agreement by Symbol shareholders and receipt of
necessary regulatory approvals, as well as the fulfillment of
customary closing conditions. In addition to other regulatory
approvals necessary prior to consummation of the transaction,
Symbol and Motorola each filed pre-merger notifications with the
U.S. antitrust authorities pursuant to the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 (HSR Act). The HSR Act's waiting
period expired on November 27, 2006. About Symbol Technologies
Symbol Technologies, Inc., The Enterprise Mobility Company(TM), is
a recognized worldwide leader in enterprise mobility, delivering
products and solutions that capture, move and manage information in
real time to and from the point of business activity. Symbol
enterprise mobility solutions integrate advanced data capture
products, radio frequency identification technology, mobile
computing platforms, wireless infrastructure, mobility software and
world-class services programs. Symbol enterprise mobility products
and solutions are proven to increase workforce productivity, reduce
operating costs, drive operational efficiencies and realize
competitive advantages for the world's leading companies. More
information is available at http://www.symbol.com/. Forward-Looking
Statements Certain statements contained in this press release,
including the expected timetable for completing the proposed
transaction between Motorola and Symbol Technologies, future
financial and operating results, benefits and synergies of the
transaction, future opportunities for the combined company and
products, any other statements regarding Motorola's or Symbol
Technologies' future expectations, beliefs, goals or prospects, and
any statements that are not statements of historical facts might be
considered forward-looking statements. While these forward-looking
statements represent managements' current judgment of future
events, they are subject to risks and uncertainties that could
cause actual results to differ materially from those stated in the
forward-looking statements. Important factors that could cause
actual results or events to differ materially from those indicated
by such forward-looking statements, include: (i) the parties'
ability to consummate the transaction; (ii) the conditions to the
completion of the transaction may not be satisfied, or the
regulatory approvals required for the transaction may not be
obtained on the terms expected or on the anticipated schedule;
(iii) the parties' ability to meet expectations regarding the
timing, completion and accounting and tax treatments of the
transaction; (iv) the possibility that the parties may be unable to
achieve expected synergies and operating efficiencies within the
expected time-frames or at all; (v) Motorola's ability to
successfully integrate Symbol Technologies' operations into those
of Motorola and the possibility that such integration may be more
difficult, time-consuming or costly than expected; (vi) revenues
following the transaction may be lower than expected; (vii)
operating costs, customer loss and business disruption (including,
without limitation, difficulties in maintaining relationships with
employees, customers, clients or suppliers) may be greater than
expected following the transaction; (viii) the retention of certain
key employees at Symbol Technologies; (ix) the inability to protect
either party's intellectual property rights may weaken its
competitive position; (x) certain software is licensed from third
parties who require, among other things, the payment of royalties,
which could affect the development and enhancement of either
party's products; (xi) third parties may claim that either party's
products infringe their intellectual property rights; and (xii) the
other factors described in Motorola's Annual Report on Form 10-K
for the year ended December 31, 2005 and its most recent quarterly
report filed with the SEC, and Symbol Technologies' Annual Report
on Form 10-K for the year ended December 31, 2005 and its most
recent quarterly report filed with the SEC. Motorola and Symbol
Technologies assume no obligation to update or revise any
forward-looking statement in this press release, and such
forward-looking statements speak only as of the date hereof.
Additional Information and Where to Find It In connection with the
proposed acquisition and required stockholder approval, Symbol has
filed with the SEC a preliminary proxy statement, and a definitive
proxy statement will be filed as soon as reasonably practicable.
The definitive proxy statement will be mailed to Symbol's
stockholders. The stockholders of Symbol are urged to read the
proxy statement and the other relevant materials when they become
available because they will contain important information about the
acquisition and Symbol. Investors and security holders may obtain
free copies of these documents (when they are available) and other
documents filed with the SEC at the SEC's web site at
http://www.sec.gov/. In addition, investors and security holders
may also obtain free copies of the documents filed by Symbol with
the SEC by going to Symbol's Investor Relations page. Symbol and
its officers and directors may be deemed to be participants in the
solicitation of proxies from Symbol's stockholders with respect to
the proposed acquisition. Information about Symbol's executive
officers and directors and their ownership of Symbol common stock
is set forth in the proxy statement for Symbol's 2006 Annual
Meeting of Stockholders, which was filed with the SEC on March 28,
2006. Investors and security holders may obtain more detailed
information regarding the direct and indirect interests of Symbol
and its respective executive officers and directors in the
acquisition by reading the preliminary and definitive proxy
statements regarding the acquisition, which will be filed with the
SEC. For Symbol Technologies: For media information: Patricia Hall
Symbol Technologies, Inc. 631.738.5636 For financial information:
Lori Chaitman/Nancy Coco Symbol Technologies, Inc. 631.738.5050
http://www.newscom.com/cgi-bin/prnh/20041029/SYMBOLOGODATASOURCE:
Symbol Technologies, Inc. CONTACT: Media: Patricia Hall,
+1-631-738-5636, ; or Financial information: Lori Chaitman/Nancy
Coco, +1-631-738-5050, , all of Symbol Technologies, Inc. Web site:
http://www.symbol.com/
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