Additional Information and Where to Find It
This press release does not constitute an offer to buy or solicitation of an offer to sell any securities. This document relates to a proposal which Arcline
Investment Management LP, a Delaware limited partnership (together with its affiliates, “Arcline”), has made for a business combination transaction with CIRCOR International, Inc. (“CIRCOR”). In furtherance of this proposal and
subject to future developments, Arcline (and, if a negotiated transaction is agreed, CIRCOR) intends to file relevant materials with the U.S. Securities and Exchange Commission (“SEC”), including, if required, a proxy statement on Schedule
14A (the “Proxy Statement”). IF SUCH A TRANSACTION WERE TO OCCUR, ARCLINE STRONGLY ADVISES ALL SHAREHOLDERS OF CIRCOR TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION. Any definitive Proxy Statement will be delivered to the shareholders of CIRCOR. Investors and security holders will be able to obtain free copies of these documents (if and when available) and other
documents filed with the SEC by CIRCOR or Arcline through the website maintained by the SEC at http://www.sec.gov.
Cautionary Statement
Regarding Forward-Looking Statements
This press release includes certain “forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, the timing, scope, terms, conditions and completion of a potential Arcline transaction to acquire CIRCOR, the anticipated benefits of the
potential transaction and other statements that do not relate solely to historical or current facts, such as statements regarding Arcline’s expectations, intentions or strategies regarding the future. In some cases, you can identify
forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,”
“estimate,” “predict,” “project,” “aim,” “potential,” “continue,” “ongoing,” “goal,” “can,” “seek,” “target,” or the negative of these
terms or other similar expressions, although not all forward-looking statements contain these words. These forward-looking statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances.
Actual results may differ materially from these expectations due to, among other things, changes in economic, business and market conditions; changes in its strategy, future operations, financial position, estimated revenues and losses, projected
costs, prospects and plans; expansion plans and opportunities; changes in applicable laws or regulations; negotiations (or lack thereof) regarding the potential transaction with CIRCOR; and the outcome of any known or unknown litigation and
regulatory proceedings. These forward-looking statements speak only as of the date the statements were made. Arcline does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.
Participants in the Solicitation
Arcline
Investment Management LP, a Delaware limited partnership, Arcline Capital Partners III LP, a Delaware limited partnership, Arcline Capital Partners III-A LP, a Delaware limited partnership and Arcline Capital
Partners III Executive LP, a Delaware limited partnership, and together with their other affiliates, and their directors and executive officers may be deemed to be participants in the solicitation of proxies from the holders of CIRCOR common stock
in respect of the proposed transaction. To the knowledge of Arcline, none of its directors or executive officers has any discretionary interest, direct or indirect, by security holdings or otherwise, in CIRCOR. Additional information regarding the
participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Proxy Statement and other relevant materials to be filed with the SEC in respect of the
proposed transaction when they become available.
Contact Information:
contact@arcline.com
www.arcline.com
Contact (For Press Inquiries Only):
Joele Frank,
Wilkinson Brimmer Katcher
Arcline-JF@joelefrank.com
(212)
355–4449
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