O.I. Corporation Announces Results of Special Meeting
15 November 2010 - 5:58PM
Marketwired
O.I. Corporation (NASDAQ: OICO) today announced that the Company's
shareholders have approved the Company's merger with Oyster
Acquisition Corp. ("Oyster"), a wholly-owned subsidiary of ITT
Corporation ("ITT"). Pursuant to the merger, Oyster will be merged
into OI with OI becoming a wholly-owned subsidiary of ITT.
The parties currently expect the closing of the merger to occur
after the close of market today or as soon thereafter as is
reasonably practicable. Once the merger is effectuated, the
Company's common stock will no longer be publicly traded on the
NASDAQ Global Market.
About O.I. Corporation: O.I. Corporation,
dba OI Analytical, develops, manufactures, sells, and services
analytical instrumentation that detects, measures, analyzes, and
monitors chemicals in liquids, solids, and gases. Providing
products used to digest, extract, and separate components of
chemical mixtures, the Company designs application-specific
solutions for various industries including environmental testing,
defense, and petrochemical. Headquartered in College Station,
Texas, the Company's products are sold worldwide.
Safe Harbor Statement
Certain material presented herein includes forward-looking
statements intended to qualify for the safe harbor from liability
established by the Private Securities Litigation Reform Act of 1995
(the "Act"). Forward-looking statements are uncertain and to some
extent unpredictable, and involve known and unknown risks,
uncertainties and other important factors that could cause actual
results to differ materially from those expressed in, or implied
from, such forward-looking statements. Factors that could cause
results to differ materially from those anticipated include: the
possibility that the proposed transaction does not close,
including, but not limited to, due to the failure to satisfy the
closing conditions; the possibility that the expected efficiencies
and cost savings from the proposed transaction will not be
realized, or will not be realized within the expected time period;
the risk that the ITT and OI businesses will not be integrated
successfully; disruption from the proposed transaction making it
more difficult to maintain business and operational relationships;
and the possibility that OI does not perform as expected following
the completion of the acquisition. Further information concerning
ITT, OI, and their businesses, including factors that potentially
could materially affect ITT's and OI 's financial results, is
contained in ITT's and OI's filings with the Securities and
Exchange Commission (the "SEC"). See ITT's and O.I. Corporation's
Annual Reports on Form 10-K and Annual Reports to Stockholders for
the fiscal years ended December 31, 2009, and other public filings
with the SEC for a further discussion of these and other risks and
uncertainties applicable to our businesses. Neither ITT nor OI
undertakes, and each of them expressly disclaims, any duty to
update any forward-looking statement whether as a result of new
information, future events or changes in their respective
expectations, except as required by law.
Additional Information
This communication does not constitute an offer to sell or the
solicitation of an offer to buy our securities or the solicitation
of any vote or approval. This communication is being made in
respect of the proposed transaction involving ITT and O.I.
Corporation. In connection with the proposed transaction, OI has
filed its definitive proxy statement with the SEC on October 14,
2010. Before making any voting or investment decision, investors
and stockholders are urged to read carefully in their entirety the
proxy statement regarding the proposed transaction and any other
relevant documents filed by O.I. Corporation with the SEC when they
become available because they will contain important information
about the proposed transaction. You may obtain copies of all
documents filed with the SEC regarding this transaction, free of
charge, at the SEC's website www.sec.gov, by accessing OI's website
at www.oico.com/oicorp and from O.I. Corporation by directing a
request to O.I. Corporation, 151 Graham Road, P.O. Box 9010,
College Station, Texas 77842-9010, Attention: Laura Hotard.
ITT and O.I. Corporation and their respective directors and
executive officers and certain other members of management and
employees may be deemed to be participants in the solicitation of
proxies in respect of the proposed transaction. You can find
information about ITT's directors and executive officers in its
definitive proxy statement filed with the SEC on March 29, 2010.
You can find information about O.I. Corporation's directors and
executive officers in its definitive proxy statement filed with the
SEC in connection with the proposed transaction on October 14,
2010. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the proxy statement and other relevant materials to be filed with
the SEC when they become available. You can obtain free copies of
these documents from O.I. Corporation using the contact information
above.
Investor Relations: Bruce Lancaster Chief Executive Officer
& Chief Financial Officer 979.690.1711
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