L-3 Communications Announces Mailing of Take-Over Bid Circular and Wescam Directors' Circular for the Acquisition of Canada's Wescam.Business Editors NEW YORK--(BUSINESS WIRE)--Oct. 16, 2002 L-3 Communications (NYSE NYSE See: New York Stock Exchange : LLL LLL abbr. left lower lobe (of the lung) ) today announced that it has mailed its Take-Over Bid Circular along with Wescam's Directors' Circular to all registered shareholders of Wescam Inc. (TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension : WSC WSC Winter Symposium on Chemometrics WSC Winter Simulation Conference WSC Wayne State College WSC Westfield State College (Westfield, MA) WSC Western State College (Colorado) ). As announced on September 18, 2002, L-3 Communications, through a wholly-owned subsidiary, is making an all-cash offer to buy all of Wescam's outstanding shares for Cdn.$9.50 per share. The total value of the transaction is approximately US$118 million. The transaction is subject to customary regulatory approvals and other closing conditions, including 66 2/3% of the outstanding shares (on a fully diluted basis) being deposited to the offer. The offer is open for acceptance until 12:01 AM. (Toronto time) on November 21, 2002. The transaction is being unanimously supported by Wescam's Board of Directors who recommend that shareholders tender their shares to the offer. Wescam's Directors' Circular includes a copy of the fairness opinion Fairness Opinion A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. from its financial advisor, which states that the offer price is fair, from a financial point of view, to Wescam's shareholders. The transaction is expected to close by the end of 2002. Wescam's shareholders are advised to read carefully the Take-Over Bid Circular, and other offer documentation, as well the Directors' Circular, as they contain important information shareholders should consider in deciding whether to tender their shares to the offer, as well as information concerning the process for tendering shares. L-3 Communications' Take-Over Bid Circular and Wescam's Directors' Circular are also accessible on-line at www.sedar.com or on Wescam's website at www.wescam.com. Headquartered in 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. , L-3 Communications is a leading merchant supplier of Intelligence, Surveillance and Reconnaissance Intelligence, Surveillance and Reconnaissance may refer to:
To learn more about L-3 Communications, please visit the company's web site at www.L-3Com.com. Safe Harbor Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: Except for historical information contained herein, the matters set forth in this news release are forward-looking statements. The forward-looking statements set forth above involve a number of risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed in the company's Safe Harbor Compliance Statement for Forward-looking Statements included in the company's recent filings, including Forms 10-K and 10-Q, with the Securities and Exchange Commission. |
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