United Stockholders Overwhelmingly Approve Merger With Continental
17 September 2010 - 7:28PM
Business Wire
UAL Corporation, the parent company whose primary subsidiary is
United Airlines (NASDAQ: UAUA), announced today that its
stockholders approved the merger of a wholly owned subsidiary of
UAL with and into Continental Airlines (NYSE: CAL), clearing the
way for the merger to close by an expected date of Oct. 1. More
than 98 percent of the votes cast and 84 percent of the shares
outstanding were voted by UAL stockholders in favor of the
transaction. More than 98 percent of the votes cast and 75 percent
of the shares outstanding were voted by Continental stockholders in
favor of the transaction.
“This vote is a significant step toward closing our merger with
Continental, creating the world’s leading airline and the
industry’s best network for our customers, a strong company that
provides career opportunity for our people and an airline that can
deliver return for our shareholders,” said Glenn Tilton, United
chairman and CEO. “There is much work ahead as we bring these two
companies together, pulling the best from both of our companies,
and building on the work we have each done to strengthen our
airlines.”
United and Continental announced an all-stock merger of equals
on May 3, 2010. The companies have received clearance on the
airlines’ proposed merger from the United States Department of
Justice and the European Commission.
About United
United Airlines, a wholly-owned subsidiary of UAL Corporation
(Nasdaq: UAUA), operates approximately 3,300* flights a day on
United and United Express to more than 230 U.S. domestic and
international destinations from its hubs in Los Angeles, San
Francisco, Denver, Chicago and Washington, D.C. With key global air
rights in the Asia-Pacific region, Europe and Latin America, United
is one of the largest international carriers based in the United
States. United also is a founding member of Star Alliance, which
provides connections for our customers to 1,077 destinations in 181
countries worldwide. United's 46,000 employees reside in every U.S.
state and in many countries around the world. United ranked No. 1
in on-time performance for domestic scheduled flights for 2009
among America's five largest global carriers, as measured by the
Department of Transportation and published in the Air Travel
Consumer Report for 2009. News releases and other information about
United can be found at the company's Web site at united.com, and
follow United on Twitter @UnitedAirlines.
*Based on United's forward-looking flight schedule for January
2010 to December 2010
Important Information For Investors And Stockholders
In connection with the proposed merger of equals transaction
between UAL Corporation (“UAL”) and Continental Airlines, Inc.
(“Continental”), UAL filed with the Securities and Exchange
Commission (“SEC”), and the SEC declared effective on August 18,
2010, a registration statement on Form S-4 that includes a joint
proxy statement of Continental and UAL that also constitutes a
prospectus of UAL. UAL AND CONTINENTAL URGE INVESTORS AND SECURITY
HOLDERS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors and security holders may obtain free copies
of the joint proxy statement/prospectus and other documents
containing important information about UAL and Continental through
the website maintained by the SEC at www.sec.gov. Copies of the documents
filed with the SEC by UAL are available free of charge on UAL’s
website at www.united.com or
by contacting UAL’s Investor Relations Department at (312)
997-8610. Copies of the documents filed with the SEC by Continental
are available free of charge on Continental’s website at
www.continental.com or by
contacting Continental’s Investor Relations Department at (713)
324-5152.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains “forward-looking statements” within
the meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 that are not limited to historical
facts, but reflect Continental’s and UAL’s current beliefs,
expectations or intentions regarding future events. Words such as
“may,” “will,” “could,” “should,” “expect,” “plan,” “project,”
“intend,” “anticipate,” “believe,” “estimate,” “predict,”
“potential,” “pursue,” “target,” “continue,” and similar
expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, Continental’s and UAL’s expectations with respect to
the synergies, costs and other anticipated financial impacts of the
proposed transaction; future financial and operating results of the
combined company; the combined company’s plans, objectives,
expectations and intentions with respect to future operations and
services; approval of the proposed transaction by governmental
regulatory authorities; the satisfaction of the closing conditions
to the proposed transaction; the timing of the completion of the
proposed transaction; and other factors that are set forth in the
“Risk Factors” section, the “Legal Proceedings” section, the
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations” section and other sections of UAL’s and
Continental’s Annual Reports on Form 10-K, subsequent Quarterly
Reports on Form 10-Q, recent Current Reports on Form 8-K, and other
SEC filings. All subsequent written and oral forward-looking
statements concerning Continental, UAL, the proposed transaction or
other matters and attributable to Continental or UAL or any person
acting on their behalf are expressly qualified in their entirety by
the cautionary statements above. Neither Continental nor UAL
undertakes any obligation to publicly update any of these
forward-looking statements to reflect events or circumstances that
may arise after the date hereof.
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