Cybex International, Inc., the U.S. manufacturer of exercise equipment, announced that its proposed going private merger was overwhelmingly approved by shareholders Feb. 6.
Under the plan, each of its outstanding shares of common stock – other than shares owned by its largest shareholder, UM Holdings, Ltd. and UMs subsidiaries and shareholders, which include John Aglialoro, Cybexs Chairman and CEO, and Joan Carter, a director of the company-will be converted into $2.55 per share payable in cash.
Approximately 84 percent of the outstanding shares of Cybex common stock were voted at the meeting, including over 68 percent of outstanding shares held by the public shareholders. Of the proxies received from the public shareholders, over 95 percent were voted in favor of the merger.
Consummation of the merger continues subject to standard closing conditions, which the Company anticipates being satisfied within the next week. Upon consummation of the merger, all outstanding shares of the Companys common stock (other than shares held by UM, its subsidiaries, and Mr. Aglialoro and Ms. Carter) will be cancelled in exchange for $2.55 per share, cash. Cybex shares will be deregistered under the Securities Exchange Act of 1934, as amended (the Exchange Act), the Company will no longer be subject to the reporting requirements of the Exchange Act, and the shares will no longer trade on any market.
Shortly after the merger is completed, Cybex will forward to its shareholders a letter of transmittal with instructions on how to send share certificates to the paying agent in order to receive the merger consideration. This letter of transmittal must be used to exchange shares of common stock for the merger consideration following the merger. No shareholder should send any share certificates until the shareholder has received notice that the merger is complete accompanied by the letter of transmittal.
Consummation of the merger continues subject to standard closing conditions, which the Company anticipates being satisfied within the next week. Upon consummation of the merger, all outstanding shares of the Companys common stock (other than shares held by UM, its subsidiaries, and Mr. Aglialoro and Ms. Carter) will be cancelled in exchange for $2.55 per share, cash. Cybex shares will be deregistered under the Securities Exchange Act of 1934, as amended (the Exchange Act), the Company will no longer be subject to the reporting requirements of the Exchange Act, and the shares will no longer trade on any market.
Shortly after the merger is completed, Cybex will forward to its shareholders a letter of transmittal with instructions on how to send share certificates to the paying agent in order to receive the merger consideration. This letter of transmittal must be used to exchange shares of common stock for the merger consideration following the merger. No shareholder should send any share certificates until the shareholder has received notice that the merger is complete accompanied by the letter of transmittal.
