TAT Technologies Ltd. Completes Merger With Limco-Piedmont Inc.
02 Luglio 2009 - 6:23PM
PR Newswire (US)
GEDERA, Israel, July 2 /PRNewswire-FirstCall/ -- TAT Technologies
Ltd. (NASDAQ:TATTF) and Limco-Piedmont Inc., ( Formerly Nasdaq:
LIMC) today announced the completion of their merger pursuant to
which TAT (which owned 61.8% of Limco's common stock) acquired all
of the shares of Limco's common stock held by the public. Pursuant
to the merger agreement, each share of Limco common stock held by
the public was converted into one half of an ordinary share of TAT.
9,326,585 shares of Limco common stock were voted in favour of the
merger (of which 8,964, 256 shares were owned by TAT), 838,450
shares were voted against the merger and 1,112,633 shares
abstained. Upon the closing of the merger, Limco became a
wholly-owned subsidiary of TAT. Limco common stock will no longer
be traded on NASDAQ. In connection with the merger, TAT is issuing
an aggregate of 2,520,372 ordinary shares to the former Limco
shareholders representing 27.8% of the TAT ordinary shares now
outstanding. Commencing with the current fiscal quarter, TAT
intends to include in its quarterly financial reports a
Management's Discussion and Analysis of Financial Condition and
Results of Operations comparable to that contained in a Form 10-Q
filed by U.S. companies. About the Company TAT Technologies Ltd.
provides a variety of services and products to the military and
commercial aerospace and ground defense industries through its
Gedera facility in Israel, as well as through its subsidiaries,
Bental Industries Ltd., in Israel and Limco - Piedmont, Inc., in
the U.S. TAT operates under four operational segments: (i) OEM of
Heat Transfer products (ii) OEM of Electric Motion Systems (iii)
MRO services; and (iv) parts services, each with the following
characteristics. TAT's activities in the area of OEM of Heat
Transfer products primarily relate to the (i) design, development,
manufacture and sale of a broad range of heat transfer components
(such as heat exchangers, pre-coolers and oil/fuel hydraulic
coolers) used in mechanical and electronic systems on- board
commercial, military and business aircraft; and (ii) manufacture
and sale of environmental control and cooling systems and (iii) a
variety of other electronic and mechanical aircraft accessories and
systems such as pumps, valves, power systems and turbines. TAT's
activities in the area of OEM of Electric Motion Systems primarily
relate to the design, development, manufacture and sale of a broad
range of electrical motor applications for airborne and ground
systems. TAT activities in this segment commenced with the
acquisition of Bental in August 2008 and accordingly, the results
in this segment for fiscal year 2008 are not compared with the
previous years. TAT's MRO services include the remanufacture,
overhaul and repair of heat transfer equipment and other aircraft
components, APUs, propellers and landing gear. TAT's Limco
subsidiary operates FAA certified repair stations , which provide
aircraft component MRO services for airlines, air cargo carriers,
maintenance service centers and the military. TAT's parts segment
focuses on inventory management and sale of APU parts, propellers
and landing gear. TAT offers parts services for commercial,
regional and charter airlines and business aircraft owners. TAT's
executive offices are located in the Re'em Industrial Park, Neta
Boulevard, Bnei Ayish, Gedera 70750, Israel, and TAT's telephone
number is +972-8-862-8500. Safe Harbor for Forward-Looking
Statements This press release contains forward-looking statements
which include, without limitation, statements regarding possible or
assumed future operation results, synergies, customer benefits,
growth opportunities, financial improvements, expected expense
savings and other benefits anticipated from the merger. These
statements are hereby identified as "forward-looking statements"
for purposes of the safe harbor provided by the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
involve risks and uncertainties that could cause our results to
differ materially from management's current expectations. Actual
results and performance can also be influenced by other risks that
we face in running our operations including, but are not limited
to, general business conditions in the airline industry, changes in
demand for our services and products, the timing and amount or
cancellation of orders, the price and continuity of supply of
component parts used in our operations, and other risks detailed
from time to time in the company's filings with the Securities
Exchange Commission, including its registration statement on form
F-4, its annual report on form 20-F and its periodic reports on
form 6- K. These documents contain and identify other important
factors that could cause actual results to differ materially from
those contained in our projections or forward-looking statements.
Stockholders and other readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date on which they are made. We undertake no obligation to
update publicly or revise any forward-looking statement. For
further information, please call Mr. Yaron Shalem, the Company CFO,
at +972-8-8628503. DATASOURCE: TAT Technologies Ltd CONTACT: For
further information, please call Mr. Yaron Shalem, the Company CFO,
at +972-8-8628503.
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