05.08.2008 12:17:00
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LS Corp. and LS Cable Ltd. Successfully Complete Tender Offer for Shares of Superior Essex Inc.
LS Corp., its subsidiary LS Cable Ltd. and Superior Essex Inc. (NASDAQ:
SPSX), announced today the successful completion of the tender offer by
Cyprus Acquisition Merger Sub, Inc. (Cyprus) for all outstanding shares
of common stock of Superior Essex.
The subsequent offering period expired at 5:00 PM (New York time) on
Monday, August 4, 2008.
A total of 18,372,897 Superior Essex shares were validly tendered and
not withdrawn prior to the expiration of the subsequent offering period.
Cyprus has accepted for payment all Superior Essex shares validly
tendered in the tender offer and the subsequent offering period and, as
a result, owns approximately 92.32% of the outstanding Superior Essex
shares.
In accordance with the previously announced merger agreement, Cyprus
expects to complete a "short form”
merger of Cyprus with and into Superior Essex later this week. As a
result of the merger, all Superior Essex shares (other than those as to
which holders properly exercise appraisal rights and other than those
owned by Cyprus) will be canceled in exchange for the right to receive
the same $45.00 per share price as paid in the tender offer, without
interest and less any amounts required to be withheld under applicable
U.S. federal, state or local tax laws. Following the completion of the
merger, Superior Essex will become an indirect subsidiary of LS Corp.,
and Superior Essex shares will cease to be traded on The Nasdaq Global
Market Select.
"In bringing together LS Cable and Superior
Essex, we are establishing an industry-leading global wire and cable
competitor. Our combined capabilities and diverse product offerings
enable us to better meet the needs of customers worldwide and extend our
participation in new and growing markets. We have been planning for a
seamless integration process that ensures our combined customers will
continue receiving outstanding service and world-class products, and we
anticipate a smooth transition for our employees and all of our other
stakeholders. We welcome our talented Superior Essex colleagues into the
LS family and are excited for the opportunities for growth ahead of us,”
said Chayol Koo, Vice Chairman and CEO of LS Cable.
About LS Cable
LS Cable, a newly established and wholly owned subsidiary of LS Corp.,
is a leading wire and cable manufacturer with headquarters located in
Korea. LS Cable has 3,300 employees and more than 15 manufacturing sites
located in 10 countries, with operations on three continents. LS Cable
provides a wide range of power and communications cable solutions for
the energy infrastructure, construction, automotive, railway,
telecommunication and electronic industries. With high, medium and low
voltage power cables, LS Cable meets its customers’
demands for cable and cable systems for power transmission and
distribution in energy infrastructure and related industries.
LS Cable also serves the needs of customers for optical communication,
which is the platform of broadband networks. LS Cable offers various
optical cables and optical fibers of single and multi mode for LAN,
access, long distance and metropolitan networks. LS Cable supplies
coaxial cables, UTP cables and FTTH (Fiber to The Home) solutions for
rapid and massive data transmission. For more information about LS
Cable, please visit www.lscable.com.
LS Corp. (formerly know as LS Cable Ltd.) was founded in Korea in 1962
and it became a listed company on the Stock Market Division of Korea
Exchange (formerly known as Korea Stock Exchange) in June 1977. As
previously announced, on July 2, 2008, LS Corp. effected an internal
corporate structure change, whereby LS Corp. changed its name from "LS
Cable Ltd.” to "LS
Corp.” and transferred the assets and
liabilities of its wire and cable business into a newly established
wholly owned subsidiary named "LS Cable Ltd.” About Superior Essex
Superior Essex Inc., a FORTUNE 1,000 company, is one of the largest wire
and cable manufacturers in the world. The Company manufactures and
supplies a broad portfolio of wire and cable products for the
communications, energy, automotive, industrial, and commercial &
residential end-markets. It is a leading manufacturer of magnet wire,
fabricated insulation products, and copper and fiber optic
communications wire and cable. It is also a leading distributor of
magnet wire, insulation and related products.
Additional information on the Company can be found on its website at www.superioressex.com Forward-Looking Statements and Risk Factors
This press release contains certain forward-looking statements with
respect to the completion of the merger. Completion of the merger is
subject to conditions, including the receipt of certain regulatory
approvals, and there can be no assurances that those conditions will be
satisfied and that the merger will be completed. By their nature,
forward-looking statements involve risk and uncertainty because they
relate to events and depend on circumstances that will occur in the
future and there are many factors that could cause actual developments
to differ materially from those expressed or implied by these
forward-looking statements. Forward-looking statements contained herein
are made only as of the date hereof, and we do not undertake to update
these statements to reflect subsequent events or developments, except as
required by federal securities law including SEC rules.
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