Merger Completed & Credit Limit Doubled (News Report: 7/29/99.)
Thursday July 29, 7:29 pm Eastern Time
Company Press Release
SOURCE: ACT Manufacturing, Inc.
ACT Manufacturing, Inc. Announces Completion of Merger With CMC Industries, Inc.
HUDSON, Mass., July 29 /PRNewswire/ -- ACT Manufacturing, Inc. (Nasdaq: ACTM)
announced today the completion of its merger with CMC Industries, Inc. (Nasdaq: CMCI).
Both ACT's and CMC's shareholders voted to approve the deal at special shareholder
meetings held earlier today.
Under the terms of the merger agreement, each share of CMC Industries common stock
is exchanged for 0.5 of a share of ACT Manufacturing common stock and all CMC stock
options are being assumed by ACT. The merger is being accounted for as a pooling of
interests and it is expected that the transaction will be accretive in calendar
year 2000. The combined company, moving forward under the ACT Manufacturing, Inc. name,
will have nearly one million square feet of capacity, making it one of the leaders in
the global electronics manufacturing services marketplace.
Mr. John A. Pino, Chairman and Chief Executive Officer of ACT, said, ''Our merger
with CMC is a landmark achievement and we are exceptionally pleased that both ACT
and CMC shareholders were enthusiastic about the significant opportunity created by
the combined strengths of both companies. Looking forward, we believe our growth
prospects have been greatly enhanced along with the potential for increased shareholder
value.''
Additionally, the Company announced that it had executed a new $107 million Senior
Secured Credit Facility with The Chase Manhattan Bank, individually, and as agent
for other lending institutions. This agreement replaces the Company's $55 million
Credit Facility with The Chase Manhattan Bank. Jeffrey B. Lavin, Vice President of
Finance and Chief Financial Officer, said, ''The Chase Manhattan Bank and the other
participating institutions have demonstrated their support and commitment to ACT
Manufacturing, Inc. with this increased credit facility. The worldwide presence
and depth of services provided by The Chase Manhattan Bank will contribute to the
success of ACT as we move forward in the global electronics manufacturing services market.''
ACT Manufacturing, Inc., headquartered in Hudson, Mass., provides value-added electronics
manufacturing services for original equipment manufacturers in the networking and
telecommunications, computer, industrial and medical equipment markets. The Company
provides OEMs with complex printed circuit board assembly primarily utilizing advanced
surface mount technology, mechanical and molded cable and harness assembly,
electro-mechanical subassembly, and total system assembly and integration. The Company has
operations in Hudson, Mass.; Mansfield, Mass; Lawrenceville, Ga.; Corinth, Miss.; Santa Clara,
Calif.; Huntsville, Ala.; Dublin, Ireland; Hermosillo, Mexico and Taipei, Taiwan.
This press release contains forward-looking statements subject to risks and uncertainties
that could cause actual results to differ materially from those anticipated, including
statements concerning the effects of the merger, expected synergies related to the merger,
expected financial and operating results, growth of the customer base, revenue and
shareholder value, future customer shipments, and the plans and objectives of management.
Those risks and uncertainties include, among others: the risk of not integrating the CMC
business successfully; the inability to achieve expected synergies; costs associated with
the merger; the Company's ability to expand its customer base and grow its operations
through acquisition or otherwise; the effectiveness of managing manufacturing processes;
increased competition and its effects on pricing, revenues and gross margins, and its
customer base; future customer demand; the Company's ability to timely complete, configure
and ship products; and changes, reductions, delays or cancellations of customer orders.
In addition, ACT's business and results of operations are subject to numerous additional
risks and uncertainties, including the short-term nature of customer orders, customers'
announcements and introduction of new products or new generations of products, evolutions
in the life cycles of customers' products, inventory obsolescence, currency exchange rate
movements, trends in the electronics industry and changes or anticipated changes in
economic conditions. For a more detailed discussion of the risks and uncertainties of
ACT's business, please refer to the Company's periodic reports and registration statements
filed with the Securities and Exchange Commission, including the Company's Annual Report
on Form 10-K for the period ended December 31, 1998 and the Registration Statement on
Form S-4 filed on June 23, 1999. |
