Stockholders of Maverick Tube Corporation Approve Merger with Tenaris S.A.
02 Ottobre 2006 - 11:39PM
Business Wire
Maverick Tube Corporation (NYSE:MVK) announced today that the
stockholders of Maverick have approved the previously announced
merger with a subsidiary of Tenaris S.A. at a special meeting held
on Monday, October 2nd. Upon consummation of the merger, Maverick
will become a wholly owned subsidiary of Tenaris S.A. All other
conditions to the merger have been satisfied and the parties expect
that the merger will be consummated on October 5, 2006. There were
25,634,954 votes cast at the special meeting in favor of the merger
representing approximately 69.4% of the 36,954,313 shares entitled
to vote. Under the terms of the merger agreement, Maverick
stockholders will receive $65 in cash for each share of Maverick
common stock they own. Maverick stockholders will receive letters
of transmittal from the paying agent for the transaction shortly
after the merger is completed for them to complete and return with
their stock certificates to receive their per share merger
consideration. �As we complete the final steps towards Maverick�s
acquisition by Tenaris, I would once again like to thank all of the
members of the Maverick family - customers, suppliers,
stockholders, directors and, especially, employees,� said
Maverick�s Chief Executive Officer, C. Robert Bunch. �Working
together for mutual benefit, you have created a company of which we
can all be proud.� Maverick Tube Corporation is a St. Louis,
Missouri based manufacturer of tubular products in the energy
industry for exploration, production, and transmission, as well as
industrial tubing products (steel electrical conduit, standard
pipe, pipe piling, and mechanical tubing) used in various
applications. Forward-Looking Statements This news release contains
forward-looking information that is based on assumptions that are
subject to numerous business risks, many of which are beyond the
control of Maverick. Furthermore, statements about the expected
timing, completion and effects of the proposed merger and all other
statements in this filing other than historical facts, constitute
forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Readers are cautioned not to place undue reliance on these
forward-looking statements and any such forward-looking statements
are qualified in their entirety by reference to the following
cautionary statements. All forward-looking statements speak only as
of the date hereof and are based on current expectations and
involve a number of assumptions, risks and uncertainties that could
cause the actual results to differ materially from such
forward-looking statements. Maverick may not be able to complete
the proposed merger because of a number of factors, including the
failure of Maverick�s stockholders to approve the merger, the
failure to obtain regulatory approvals or the failure to satisfy
other closing conditions. Factors that may affect the business or
financial results of Maverick include those described under �Risk
Factors� and elsewhere in Maverick�s Form 10-K for its year ended
December�31, 2005, as amended. Maverick assumes no obligation to
update any forecast or forward-looking statements included in this
document, except as required by law. Maverick Tube Corporation
(NYSE:MVK) announced today that the stockholders of Maverick have
approved the previously announced merger with a subsidiary of
Tenaris S.A. at a special meeting held on Monday, October 2nd. Upon
consummation of the merger, Maverick will become a wholly owned
subsidiary of Tenaris S.A. All other conditions to the merger have
been satisfied and the parties expect that the merger will be
consummated on October 5, 2006. There were 25,634,954 votes cast at
the special meeting in favor of the merger representing
approximately 69.4% of the 36,954,313 shares entitled to vote.
Under the terms of the merger agreement, Maverick stockholders will
receive $65 in cash for each share of Maverick common stock they
own. Maverick stockholders will receive letters of transmittal from
the paying agent for the transaction shortly after the merger is
completed for them to complete and return with their stock
certificates to receive their per share merger consideration. "As
we complete the final steps towards Maverick's acquisition by
Tenaris, I would once again like to thank all of the members of the
Maverick family - customers, suppliers, stockholders, directors
and, especially, employees," said Maverick's Chief Executive
Officer, C. Robert Bunch. "Working together for mutual benefit, you
have created a company of which we can all be proud." Maverick Tube
Corporation is a St. Louis, Missouri based manufacturer of tubular
products in the energy industry for exploration, production, and
transmission, as well as industrial tubing products (steel
electrical conduit, standard pipe, pipe piling, and mechanical
tubing) used in various applications. Forward-Looking Statements
This news release contains forward-looking information that is
based on assumptions that are subject to numerous business risks,
many of which are beyond the control of Maverick. Furthermore,
statements about the expected timing, completion and effects of the
proposed merger and all other statements in this filing other than
historical facts, constitute forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Readers are cautioned not to place
undue reliance on these forward-looking statements and any such
forward-looking statements are qualified in their entirety by
reference to the following cautionary statements. All
forward-looking statements speak only as of the date hereof and are
based on current expectations and involve a number of assumptions,
risks and uncertainties that could cause the actual results to
differ materially from such forward-looking statements. Maverick
may not be able to complete the proposed merger because of a number
of factors, including the failure of Maverick's stockholders to
approve the merger, the failure to obtain regulatory approvals or
the failure to satisfy other closing conditions. Factors that may
affect the business or financial results of Maverick include those
described under "Risk Factors" and elsewhere in Maverick's Form
10-K for its year ended December 31, 2005, as amended. Maverick
assumes no obligation to update any forecast or forward-looking
statements included in this document, except as required by law.
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