Atrion Corporation Announces Commencement of Issuer Tender Offer.Business Editors/High-Tech Writers ALLEN Al·len , Edgar 1892-1943. American anatomist who is noted for his studies of hormones and for the discovery (1923) of estrogen. , Texas--(BUSINESS WIRE)--March 18, 2003 Atrion Corporation (Nasdaq/NM:ATRI) announced that it is commencing today its tender offer to purchase up to 350,000 shares of its outstanding common stock at a price of $23.00 per share. The tender offer will expire expire /ex·pire/ (ek-spi´er) 1. to exhale. 2. to die. ex·pire v. 1. To breathe one's last breath; die. 2. To exhale. at 12:00 Midnight, New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, on April 14, 2003, unless extended. Tenders of shares must be made prior to the expiration EXPIRATION. Cessation; end. As, the expiration of, a lease, of a contract, or statute. 2. In general, the expiration of a contract puts an end to all the engagements of the parties, except to those which arise from the non- fulfillment of obligations created of the tender offer and shares may be withdrawn at anytime prior to the expiration of the tender offer. On the terms and subject to the conditions of the Offer to Purchase, the Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. and related documents, stockholders will have the opportunity to tender all or a portion of their shares at a price of $23.00 per share. If stockholders properly tender more than 350,000 shares of common stock pursuant to the tender offer, the Company will purchase shares tendered by stockholders on a pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share. In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them. basis. Stockholders whose shares are purchased in the tender offer will be paid the purchase price net in cash, without interest, promptly after the expiration of the tender offer. Stockholders whose shares are not purchased in the tender offer will have their shares returned to them, free of charge, promptly after the expiration of the tender offer. The tender offer is not contingent on Adj. 1. contingent on - determined by conditions or circumstances that follow; "arms sales contingent on the approval of congress" contingent upon, dependant on, dependant upon, dependent on, dependent upon, depending on, contingent any minimum number of shares being tendered. However, the tender offer is subject to a number of other conditions specified in the Offer to Purchase. Innisfree M&A Incorporated is the Information Agent for the tender offer and any questions concerning the tender offer or requests for copies of the Offer to Purchase, the Letter of Transmittal and related documents should be directed to Innisfree M&A Incorporated at (212) 750-5833 (banks and brokerage firms) or (888) 750-5834 (all others toll free). The Offer to Purchase, the Letter of Transmittal and related documents are being mailed to registered stockholders and are being made available for distribution to beneficial owners Beneficial Owner A person who enjoys the benefits of ownership even though title is in another name. Notes: For example, when shares of a mutual fund are held by a custodian bank or when securities are held by a broker in street name, the true owner is the beneficial of the Company's common stock. Atrion Corporation designs, develops, manufactures, sells and distributes products and components primarily to medical markets worldwide. This press release is neither an offer to purchase nor the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to sell any shares of Atrion's common stock. The offer to purchase Atrion's common stock is only being made pursuant to the tender offer documents (including the Offer to Purchase, the Letter of Transmittal and related documents) that are being mailed to stockholders of record and are being made available for distribution to beneficial holders of the Company's common stock at no expense to them. Stockholders should read carefully the tender offer documents (including the Offer to Purchase, the Letter of Transmittal and related documents) because they contain important information. Stockholders may also obtain a free copy of the tender offer documents (including the Offer to Purchase, the Letter of Transmittal and related documents) that are being filed by Atrion with the Securities and Exchange Commission at the Securities and Exchange Commission's web site at http://www.sec.gov or from the Information Agent, Innisfree M&A Incorporated, at (888) 750-5834. |
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