Cybex Announces Shareholder Approval of “Going Private” Merger
February 06 2013 - 12:30PM
Business Wire
Cybex International, Inc. (NASDAQ: CYBI), a leading U.S.
manufacturer of premium exercise equipment (“Cybex” or the
“Company”), announced today that the proposed “going private”
merger pursuant to which each of its outstanding shares of common
stock - other than shares owned by its largest shareholder, UM
Holdings, Ltd. (“UM”), and UM’s subsidiaries and shareholders,
which include John Aglialoro, Cybex’s Chairman and CEO, and Joan
Carter, a director of the Company – will be converted into $2.55
per share payable in cash, has been overwhelmingly approved at the
Special Meeting of Shareholders held February 6, 2013.
Approximately 84% of the outstanding shares of Cybex common stock
were voted at the meeting, including over 68% of outstanding shares
held by the public shareholders. Of the proxies received from the
public shareholders, over 95% were voted in favor of the
merger.
Consummation of the merger continues subject to standard closing
conditions, which the Company anticipates being satisfied within
the next week. Upon consummation of the merger, all outstanding
shares of the Company’s common stock (other than shares held by UM,
its subsidiaries, and Mr. Aglialoro and Ms. Carter) will be
cancelled in exchange for $2.55 per share, cash. Cybex shares will
be deregistered under the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), the Company will no longer be subject
to the reporting requirements of the Exchange Act, and the shares
will no longer trade on any market.
Shortly after the merger is completed, Cybex will forward to its
shareholders a letter of transmittal with instructions on how to
send share certificates to the paying agent in order to receive the
merger consideration. This letter of transmittal must be used to
exchange shares of common stock for the merger consideration
following the merger. No shareholder should send any share
certificates until the shareholder has received notice that the
merger is complete accompanied by the letter of transmittal.
About Cybex
Cybex International, Inc. is a leading manufacturer of premium
exercise equipment primarily for commercial use. The Cybex product
line, including a full range of strength and cardio training
machines, is designed using exercise science to reflect the natural
movement of the human body. Led by the Cybex Research Institute,
Cybex fitness equipment is engineered to produce optimal results
for users from the first-time exerciser to the professional
athlete. Cybex designs and builds its products in the USA for a
wide range of facilities, from commercial health clubs to home
gyms, in more than 85 countries worldwide. For more information on
Cybex and its products, visit the Company’s website
at www.cybexintl.com.
This news release may contain forward-looking statements. There
are a number of risks and uncertainties that could cause actual
results to differ materially from those anticipated by the
statements made above. These include, but are not limited to, the
ability of the Company to comply with the terms of its credit
facilities, competitive factors, technological and product
developments, market demand, economic conditions, and the
resolution of litigation involving the Company. Further information
on these and other factors which could affect the Company’s
financial results can be found in the Company’s previously filed
Report on Form 10-K for the year ended December 31, 2011, its
Reports on Form 10-Q, its Current Reports on Form 8-K, and its
proxy statements dated April 12, 2012 and January 4, 2013.
Cybex International, Inc. (MM) (NASDAQ:CYBI)
Historical Stock Chart
From Apr 2024 to May 2024
Cybex International, Inc. (MM) (NASDAQ:CYBI)
Historical Stock Chart
From May 2023 to May 2024
