Coinmach Stockholders Approve Merger Agreement.PLAINVIEW, N.Y. -- Coinmach Service Corp. ("Coinmach") (AMEX AMEX See: American Stock Exchange : "DRY", "DRA DRA Delta Regional Authority DRA Developmental Reading Assessment (educational test) DRA Division of Ratepayer Advocates (California) DRA Data Research Associates DRA Directory and Resource Administrator "), a leading supplier of outsourced laundry equipment services for multi-family housing properties in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. , announced today that on November 9, 2007 its stockholders adopted the Agreement and Plan of Merger, dated as of June 14, 2007 (the "Merger Agreement"), by and among Coinmach, Spin Holdco Inc. and Spin Acquisition Co., pursuant to which Coinmach will be acquired by an affiliate of Babcock & Brown Limited and a syndicate Syndicate organized crime unit throughout major cities of the United States. [Am. Hist.: NCE, 2018] See : Gangsterism of investors. 100% of the outstanding shares of Coinmach's class B common stock and approximately 60.8% of the outstanding shares of Coinmach's class A common stock, which collectively represents approximately 84.9% of the aggregate voting power of the outstanding shares of Coinmach's common stock entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: to vote at such stockholders meeting, voted for the adoption of the Merger Agreement. Subject to the terms of the Merger Agreement, the parties expect the closing to occur on Thursday, November 15, 2007, the third business day following the date on which the Merger Agreement was adopted by the Company's stockholders. Under the terms of the Merger Agreement, upon completion of the merger, each issued and outstanding share of (a) Coinmach's class A common stock, including shares of Coinmach's class A common stock underlying the units of Coinmach's income deposit securities, and (b) Coinmach's class B common stock (in each case, other than Coinmach's shares owned by Spin Holdco Inc., Coinmach or their respective subsidiaries or Coinmach's shares of common stock with respect to which appraisal rights Appraisal rights A right of shareholders in a merger to demand the payment of a fair price for their shares, as determined independently. have been properly exercised), will be converted into the right to receive $13.55 in cash. About Coinmach Coinmach, through its operating subsidiaries An operating subsidiary is a business term frequently used within the United States railroad industry. In the case of a railroad, it refers to a company that is a subsidiary but operates with its own identity and rolling stock. , is a leading supplier of outsourced laundry equipment services for multi-family housing properties in North America. Coinmach's core business involves leasing laundry rooms A laundry room (also called a utility room) is a room where clothes are washed. In a modern home, a laundry room would be equipped with an automatic washing machine and clothes dryer,and often a large basin, called a laundry tub, for hand-washing delicate articles of clothing such from building owners and property management companies, installing and servicing laundry equipment and collecting revenues generated from laundry machines. Further information about Coinmach Service Corp. can be found on its website at: www.coinmachservicecorp.com Forward-Looking Statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. Statements in this press release that are not statements of historical or current fact constitute "forward-looking statements." Such forward-looking statements are based upon current beliefs and expectations and are subject to significant risks and uncertainties. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of Coinmach to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements which explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms "will," "believes," "belief," "expects," "intends," "anticipates", "plans" or similar terms to be uncertain and forward-looking. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in Coinmach's filings with the Securities and Exchange Commission. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: (i) the failure of Spin Holdco Inc. and Spin Acquisition Co. to obtain the necessary financing to complete the Merger; (ii) disruption disruption /dis·rup·tion/ (dis-rup´shun) a morphologic defect resulting from the extrinsic breakdown of, or interference with, a developmental process. from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; and (iii) such other additional factors that could cause Coinmach's results to differ materially from those described in the forward-looking statements set forth in Coinmach's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. filed with the Securities and Exchange Commission and available at the Securities and Exchange Commission's Internet site at http://www.sec.gov. |
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