GeoEye and DigitalGlobe Receive Antitrust Clearance in Connection
with Pending Combination
HERNDON, Va., Jan. 9, 2013 /PRNewswire/ -- GeoEye, Inc.
(NASDAQ: GEOY), a leading source of geospatial information and
insight, announced that it has received antitrust clearance
from the U.S. Department of Justice in connection with its pending
combination with DigitalGlobe, Inc. (NYSE: DGI).
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As previously announced, on July 23,
2012, the boards of directors of both GeoEye and
DigitalGlobe unanimously approved a definitive merger agreement
under which the companies will combine. Completion of the
transaction is subject to satisfaction of other customary closing
conditions, including obtaining regulatory approval from the
Federal Communications Commission (FCC) and the National Oceanic
and Atmospheric Administration (NOAA). GeoEye is working
cooperatively with the FCC and NOAA, and the transaction is
expected to close by January 31,
2013. Shareowners of both GeoEye and DigitalGlobe have
previously voted overwhelmingly in favor of the combination.
Simultaneous with the closing of the transaction, the company
expects to complete a $1.2 billion
refinancing, which is expected to include a combination of senior
notes and senior secured credit facilities.
Pursuant to the Agreement and Plan of Merger between the parties
and the anticipated closing date of January
31, 2013, all stockholder election forms with respect to the
consideration to be received in the merger by GeoEye stockholders
must be received by the Exchange Agent, American Stock Transfer
& Trust Company, LLC (AST) by no later than 5:00 p.m., New York
City time, on January 29,
2013. Further information regarding the stockholder election
form may be obtained by contacting AST toll free at (877) 825 –
8619.
About GeoEye
GeoEye is a leading source of geospatial information and insight
for decision makers and analysts, who need a clear understanding of
our changing world to protect lives, manage risk and optimize
resources. Each day, organizations in defense and intelligence,
public safety, critical infrastructure, energy and online media
rely on GeoEye's imagery, tools and expertise to support important
missions around the globe. Widely recognized as a pioneer in
high-resolution satellite imagery, GeoEye has evolved into a
complete provider of geospatial intelligence solutions. GeoEye's
ability to collect, process and analyze massive amounts of
geospatial data allows our customers to quickly see precise changes
on the ground and anticipate where events may occur in the future.
GeoEye is a public company listed on NASDAQ as GEOY and is
headquartered in Herndon, Virginia
with more than 700 employees worldwide. Learn more at
www.geoeye.com.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995
This release includes forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Without limitation, the words "anticipates," "believes,"
"estimates," "expects," "intends," "plans," "will" and similar
expressions are intended to identify forward-looking statements.
All statements that address operating performance, events or
developments that we expect or anticipate will occur in the future,
including statements relating to growth, expected levels of
expenditures and statements expressing general optimism about
future operating results, are forward-looking statements.
Similarly, statements that describe our business strategy, outlook,
objectives, plans, intentions or goals also are forward-looking
statements. All such forward-looking statements and those presented
elsewhere by our management from time to time are subject to
certain risks and uncertainties that could cause actual results to
differ materially from those in forward-looking statements. These
risks and uncertainties include, but are not limited to, those
described in "Risk Factors" included in our Annual Report on Form
10-K for the year ended December 31,
2011, which we filed with the Securities and Exchange
Commission ("SEC") on March 13, 2012,
as updated in our Quarterly Reports on Form 10-Q for the periods
ended March 31, 2012, June 30, 2012, and September 30, 2012, which we filed with the SEC
on May 4, 2012, August 7, 2012, and November 6, 2012, respectively. Copies of all SEC
filings may be obtained from the SEC's EDGAR Web site,
http://www.sec.gov or by contacting: William L. Warren, Executive Vice President,
General Counsel and Secretary, at 703-480-5672.
SOURCE GeoEye, Inc.