Teledyne and DALSA Complete Plan of Arrangement
THOUSAND OAKS, Calif. and WATERLOO, Ontario – February 14, 2011 – Teledyne Technologies Incorporated (NYSE: TDY) (“Teledyne”) and DALSA Corporation (TSX: DSA) (“DALSA”) jointly announced today the successful completion of the previously announced plan of arrangement (the "Arrangement"). The Arrangement was completed following the approval of the Ontario Superior Court of Justice (Commercial List) and satisfaction of the various conditions precedent to the Arrangement.
DALSA received the requisite stockholder approvals for the Arrangement at the meeting of its shareholders held on February 10, 2011. The Ontario Superior Court of Justice (Commercial List) granted a final order approving the Arrangement on February 11, 2011. The DALSA shares will be delisted from the Toronto Stock Exchange on or about February 17, 2011. DALSA will also apply to cease to be a reporting issuer under applicable Canadian securities laws.
Pursuant to the Arrangement, Teledyne acquired all of the issued and outstanding DALSA shares for CAD $18.25 in cash for each DALSA share. The aggregate value for the transaction is approximately CAD $337 million, taking into account DALSA’s stock options and net cash as of December 31, 2010. In connection with the completion of the Arrangement, DALSA Corporation was amalgamated, with the resulting entity now named Teledyne DALSA, Inc.
Full details of the Arrangement and certain other matters are set out in the management information circular of DALSA (the “Information Circular”) dated January 5, 2011. A copy of the definitive agreement, Information Circular, and other meeting materials can be found on the SEDAR website at www.sedar.com
About Teledyne Technologies
Teledyne Technologies is a leading provider of sophisticated electronic subsystems, instrumentation and communication products, engineered systems, aerospace engines, and energy and power generation systems. Teledyne Technologies’ operations are primarily located in the United States, the United Kingdom and Mexico. For more information, visit Teledyne Technologies’ website at www.teledyne.com.
About Teledyne DALSA, Inc.
Teledyne DALSA, a Teledyne Technologies company, is an international leader in high performance digital imaging and semiconductors with approximately 1,000 employees worldwide, headquartered in Waterloo, Ontario, Canada. Established in 1980, the company designs, develops, manufactures and markets digital imaging products and solutions, in addition to providing MEMS products and services. For more information, visit Teledyne DALSA’s website at www.teledynedalsa.com.
Forward-Looking Information Cautionary Notice
This press release contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995, relating to a recent acquisition. Actual results could differ materially from these forward-looking statements. Many factors, including the company’s ability to integrate the acquired product lines, retain customers and achieve anticipated synergies, could change anticipated results. There are additional risks associated with owning and operating businesses internationally, including those arising from U.S. and foreign policy changes or actions and exchange rate fluctuations.
Investor Contact Teledyne Technologies: Jason VanWees (805) 373-4542
Investor Contact Teledyne DALSA: Patrick Myles (519) 886-6001 x2177