SKF receives anti-trust approvals in USA and Germany and waives CFIUS
condition in acquisition of Kaydon Corporation
GÖTEBORG, Sweden -- October 8, 2013
SKF has received anti-trust approvals in the USA and Germany regarding the
company’s acquisition of Kaydon Corporation (NYSE:KDN). Given the current U.S.
federal government shutdown, SKF has waived the condition for approval of the
Committee on Foreign Investment in the United States (CFIUS) under U.S.
national security regulations. SKF anticipates that administrative delays will
lengthen the period for clearance, however, it has not been notified of any
concerns or issues in the review process.
All other terms and conditions of the tender offer remain unchanged. The
tender offer and any withdrawal rights to which Kaydon’s stockholders may be
entitled is scheduled to expire at 11:59 p.m., Eastern Time, on 15 October,
2013, unless extended or earlier terminated.
As previously announced on 16 September, 2013, SKF, through its wholly-owned
subsidiaries, Dublin Acquisition Sub Inc. and Atlas Acquisition, Inc.,
commenced a tender offer for all outstanding shares of Kaydon Corporation
(Kaydon) for USD 35.50 per share in cash.
Aktiebolaget SKF (publ)
SKF is a leading global supplier of bearings, seals, mechatronics, lubrication
systems, and services which include technical support, maintenance and
reliability services, engineering consulting and training. SKF is represented
in more than 130 countries and has around 15,000 distributor locations
worldwide. Annual sales in 2012 were SEK 64,575 million and the number of
employees was 46,775. www.skf.com
® SKF is a registered trademark of the SKF Group.
Important Information The tender offer described in this communication (the
“Offer”) has commenced. Pursuant to the Offer, Dublin Acquisition Sub Inc.
(“Dublin”), a wholly-owned subsidiary of Atlas Management, Inc. (“Atlas”), a
wholly-owned subsidiary of AB SKF, offers to purchase all of the common stock
of Kaydon Corporation (“Kaydon”). This communication is for information
purposes only and does not constitute an offer to buy or solicitation of an
offer to sell any securities. The terms and conditions of the Offer are
described in the tender offer statement on Schedule TO, including an offer to
purchase, a letter of transmittal and related documents, filed with the United
States Securities and Exchange Commission (the “SEC”) on September 16, 2013,
by Atlas and Dublin. The Offer is being made only pursuant to such offer to
purchase, the letter of transmittal and related documents filed with such
Schedule TO. In addition, Kaydon has filed a solicitation/recommendation
statement on Schedule 14D-9 with the SEC. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE TENDER OFFER STATEMENT AND THE SOLICITATION/RECOMMENDATION
STATEMENT, AS EACH MAY BE AMENDED FROM TIME TO TIME, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION. Investors and security holders may obtain a free copy
of these statements and the other documents filed with the SEC at the website
maintained by the SEC at www.sec.gov or by directing such requests to
MACKENZIE PARTNERS INC. at (212) 929-5500 or Toll Free at (800) 322-2885.
Cautionary statement This press release contains forward-looking statements
that are based on management’s beliefs and assumptions. In some cases, you can
identify forward looking statements by terms such as “may,” “will,” “should,”
“could,” “would,” “expects,” “plans,” “anticipates,” “believes,” “estimates,”
“projects,” “predicts,” “potential,” and similar expressions. Such
forward-looking statements, including statements relating to SKF’s
expectations for the future performance of Kaydon Corporation, the future
opportunities associated with the acquisition, and the success of SKF
integrating Kaydon into its business, are not historical facts and are subject
to certain risks and uncertainties that could cause actual results to differ
materially from those expressed or implied. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of the
date hereof. Such risks and uncertainties include the possibility that SKF
will not consummate a transaction with Kaydon, changes in economic, market and
competitive conditions, changes in the regulatory environment and other
government actions, fluctuations in exchange rates and other factors mentioned
in SKF’s latest annual report (available on www.skf.com) under the
Administration Report; “Important factors influencing the financial results”,
“Financial risks” and “Sensitivity analysis”, and in its full-year report
under “Risks and uncertainties in the business.” We undertake no obligation to
revise or update publicly any forward-looking statement, except as required by
SKF is a leading global supplier of
lubrication systems(http://www.skf.com/portal/skf_lub?lang=en), and
which include technical support, maintenance and reliability services,
engineering consulting and training. SKF is represented in more than 130
countries and has around15,000 distributor locations worldwide. Annual sales
in 2012 were SEK 64,575 million and the number of employees was 46,775.
® SKF is a registered trademark of the SKF Group. ™ BeyondZero is a trademark
of the SKF Group.
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