Kratos Defense & Security Solutions, Inc. Completes Acquisition of Herley Industries
31 Marzo 2011 - 6:00AM
Kratos Defense & Security Solutions, Inc. (Nasdaq:KTOS), a
leading National Security Solutions provider, today announced the
successful completion of its acquisition of Herley Industries, Inc.
(Nasdaq:HRLY) at a price of $19.00 per share. Kratos completed the
acquisition through a cash tender offer and a subsequent short-form
merger of an indirect wholly owned subsidiary with and into Herley.
As a result of the merger, all outstanding shares of Herley
common stock not validly tendered and accepted for payment in the
tender offer were converted into the right to receive $19.00 per
share in cash, without interest and less any required withholding
taxes. The depositary for the tender offer will mail to
non-tendering stockholders materials necessary to exchange Herley
stock certificates for such payment. As a result of the
Merger, Herley shares ceased trading on the NASDAQ Global Select
Market.
Eric DeMarco, President and CEO of Kratos, said, "Herley is one
of the premier technology, engineering and high-tech national
defense focused electronics products businesses in the industry
today. With this acquisition, Kratos gains significant
expertise in numerous established electronic attack and electronic
warfare platforms, tactical missile systems, and strategic
deterrence systems which complement our existing business in manned
and unmanned aircraft, missile systems and certain other
programs. I want to personally welcome Rich Poirier, his
management team, and the Herley employees to Kratos, where together
we will continue our strategy of building the premier National
Security products, solutions and services business in the industry
today."
About Kratos Defense & Security
Solutions
Kratos Defense & Security Solutions, Inc.
(Nasdaq:KTOS) is a specialized National Security business providing
mission critical products, services and solutions for United States
National Security priorities. Kratos' core capabilities are
sophisticated engineering, manufacturing and system integration
offerings for National Security platforms and programs. Kratos'
areas of expertise include Command, Control, Communications,
Computing, Combat Systems, Intelligence, Surveillance and
Reconnaissance (C5ISR), unmanned systems, cyber warfare, cyber
security, information assurance, critical infrastructure security,
and weapons systems sustainment. Kratos has primarily an
engineering and technical oriented work force of approximately
3,900, the majority of which hold an active National Security
clearance, including Secret, Top Secret and higher. The vast
majority of Kratos' work is performed on a military base, in a
secure facility, or at a critical infrastructure location. Kratos'
primary end customers are United States Federal Government
agencies, including the Department of Defense, classified agencies,
intelligence agencies and Homeland Security related
agencies. News and information are available at
www.kratosdefense.com.
The Kratos Defense & Security Solutions, Inc. logo is
available at
http://www.globenewswire.com/newsroom/prs/?pkgid=3519
Additional Information and Where to Find It
This press release is neither an offer to purchase nor a
solicitation of an offer to sell securities. Stockholders of Herley
are urged to read the relevant tender offer documents and all
amendments thereto because they will contain important information
that stockholders should consider before making any decision
regarding tendering their shares. Kratos and its acquisition
subsidiary have filed a tender offer statement on Schedule TO
with the SEC and Herley has filed a solicitation/recommendation
statement on Schedule 14D-9 with respect to the tender offer
described in this press release. Any offers to purchase or
solicitations of offers to sell will be made only pursuant to such
tender offer statement. The tender offer statement (including an
offer to purchase, a related letter of transmittal and other offer
documents) and all amendments thereto and the related
solicitation/recommendation statement and all amendments thereto
contain important information, including the various terms of, and
conditions to, the tender offer, that should be read carefully by
Herley's stockholders before they make any decision with respect to
the tender offer. Such materials will be made available to Herley's
stockholders at no expense to them. In addition, such materials
(and all other offer documents filed with the SEC) are available at
no charge on the SEC's Web site: www.sec.gov and may also be
obtained by directing a request to the Corporate Secretary of
Kratos Defense & Security Solutions, Inc., at
(858) 812-7300.
CONTACT: Press Contact:
Yolanda White
858-812-7302 Direct
Investor Information:
877-934-4687
investor@kratosdefense.com
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