Breaking News

Oil Falls to $90 a Barrel for First Time in 17 Months
Tweet TWEET

Young Innovations Announces Date of Special Meeting of Shareholders, Early Termination of Hart-Scott-Rodino Waiting Period and

  Young Innovations Announces Date of Special Meeting of Shareholders, Early
  Termination of Hart-Scott-Rodino Waiting Period and Preliminary Results of
                               Go-Shop Process

PR Newswire

ST. LOUIS, Jan. 3, 2013

ST. LOUIS, Jan. 3, 2013 /PRNewswire/ --Young Innovations, Inc. (Nasdaq: YDNT)
(the "Company" or "Young") today announced that it will hold a special meeting
of shareholders on January 30, 2013 at 10:00 a.m. (CST) at the offices of
McDermott Will & Emery LLP, 227 West Monroe Street, Chicago, Illinois. At the
special meeting, shareholders of the Company will be asked to consider and
vote upon a proposal to adopt the previously announced Agreement and Plan of
Merger (the "Merger Agreement") which provides for acquisition of the Company
by an affiliate of Linden Capital Partners. Shareholders of record of the
Company as of the close of business on January 2, 2013 are entitled to notice
of and to vote at the special meeting of shareholders.

The Company also announced that the Federal Trade Commission has granted early
termination of the waiting period under the Hart-Scott-Rodino Act as of
December 26, 2012.

The Company also provided preliminary results of the "go-shop" process it has
been engaged in since the signing of the Merger Agreement. The Merger
Agreement permits the Company, until 11:59 p.m. (CST) on January 12th, to
solicit alternative acquisition proposals from third parties. The Company's
exclusive financial advisor, Robert W. Baird & Co. Incorporated ("Baird"),
contacted 62 potential financial buyers and 28 potential strategic buyers.
Baird communicated to each of these potential buyers that the Company was
looking for indications of interest by December 28, 2012. Despite conducting
an active and extensive solicitation of potentially interested parties, the
Company had not received any alternative acquisition proposals as of the close
of business on January 2, 2013. Based on discussions with Baird and their
feedback from the financial and strategic buyers contacted, the Company does
not currently expect that an acquisition proposal will be made prior to
January 12, 2013, the end of the go-shop period. The Company will continue to
actively solicit, initiate, facilitate or encourage inquiries regarding a
possible acquisition proposal through the end of the go-shop period in
accordance with the terms of the Merger Agreement.

The Company expects to close the merger as soon as practicable following
receipt of shareholder approval of the proposed merger at the special meeting.

About Young Innovations, Inc.:

Young develops, manufactures and markets supplies and equipment used by
dentists, dental hygienists, dental assistants and consumers. The Company's
consumables product offering includes disposable and metal prophy angles,
prophy cups and brushes, dental micro-applicators, moisture control products,
infection control products, dental handpieces (drills) and related components,
endodontic systems, orthodontic toothbrushes, flavored examination gloves,
children's toothbrushes, and children's toothpastes. In addition, the Company
offers a line of diagnostic products that includes panoramic X-ray machines
and related supplies. The Company believes it is a leading U.S. manufacturer
or distributor of prophy angles and cups, liquid surface disinfectants, dental
micro-applicators and obturation units designed for warm, vertical
condensation.

Forward-Looking Statements:

This press release contains disclosures that are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995
about Young Innovations, Inc. ("Young" or the "Company") and the proposed
merger. Forward-looking statements include statements in which we use words
such as "expect," "believe," "anticipate," "intend," or similar expressions.
These forward-looking statements are based upon information presently
available to the Company's management and are inherently subjective, uncertain
and subject to change, due to any number of risks and uncertainties. Factors
that could cause events not to occur as expressed in the forward-looking
statements in this press release include, but are not limited to,
unanticipated delays; the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger agreement;
the outcome of any legal proceedings that may be instituted with respect to
the proposed merger; and the inability to complete the merger due to the
failure to obtain shareholder approval for the merger or the failure to
satisfy other closing conditions, as well as other risk factors detailed in
the Company's Annual Report on Form 10-K filed with the Securities and
Exchange Commission, or the SEC, on March 15, 2012 under the captions "Forward
Looking Statements" and "Risk Factors" and otherwise in the Company's reports
and filings with the Securities and Exchange Commission. Many of these
factors are beyond our ability to control or predict. You should not place
undue reliance on any forward-looking statements, since those statements speak
only as of the date that they are made. Young assumes no obligation to
update, revise or correct any forward-looking statements after the date of
this press release or after the respective dates on which such statements
otherwise are made, whether as a result of new information, future events or
otherwise, except as otherwise may be required by law.

Additional Information about the Merger and Where to Find It:

This communication may be deemed to be solicitation material with respect to
the proposed acquisition of Young by an affiliate of Linden Capital Partners.
In connection with the proposed merger, Young has filed a Definitive Proxy
Statement on Schedule 14A on January 3, 2013 with the SEC, which it is in the
process of mailing, together with a form of proxy, to its shareholders of
record as of the close of business on January 2, 2013. Young may also file or
furnish with or to the SEC other relevant materials related to the proposed
merger. INVESTORS AND SECURITY HOLDERS OF YOUNG ARE URGED TO READ CAREFULLY
AND IN THEIR ENTIRETY ALL RELEVANT MATERIALS FILED OR FURNISHED WITH OR TO THE
SEC, INCLUDING THE PROXY STATEMENT, BECAUSE THESE MATERIALS CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED MERGER AND THE PARTIES TO THE MERGER. The proxy
statement and any and all documents filed or furnished by Young with or to the
SEC, may be obtained free of charge at the SEC's web site at www.sec.gov. In
addition, investors and security holders of Young may obtain free copies of
the documents filed or furnished by Young with or to the SEC by directing a
written request to Young Innovations, Inc., Investor Relations, 500 N.
Michigan Ave, Suite 2204, Chicago, Illinois, 60611, (312) 644-6400.

Participants in the Solicitation:

Young and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from the shareholders of Young
with respect to the special meeting of shareholders that will be held to
consider the proposed merger. Information about those executive officers and
directors of Young and their ownership of Young's common stock is set forth in
Young's Definitive Proxy Statement on Schedule 14A relating to its 2012 Annual
Meeting of Shareholders, which was filed with the SEC on April 5, 2012, and is
supplemented by other public filings made, and to be made, with the SEC by
Young. Information regarding the direct and indirect interests of Young, its
executive officers and directors and other participants in the solicitation,
which may, in some cases, be different from those of Young's security holders
generally, is set forth in the Definitive Proxy Statement on Schedule 14A
relating to the merger that was filed with the SEC on January 3, 2013.

SOURCE Young Innovations, Inc.

Contact: Alfred E. Brennan, Chairman & Chief Executive Officer, Arthur L.
Herbst, Jr., President & Chief Financial Officer, (312) 644-6400
 
Press spacebar to pause and continue. Press esc to stop.