SCHAUMBURG, Ill., Dec. 24 /PRNewswire-FirstCall/ -- Motorola, Inc.
(NYSE: MOT) announced today that its subsidiary, MI, Inc., has extended the
tender offer period in connection with its offer to acquire a controlling
interest in Vertex Standard Co., Ltd. (JASDAQ: 6821) ("Vertex Standard"), a
global provider of 2-way radio communication solutions.
The tender offer period has been extended from December 26, 2007 to
January 15, 2008. The extension was required because an amendment to the
tender offer disclosure document has been filed announcing that all regulatory
approvals required for the completion of the transaction have been granted.
The tender offer must remain open at least 10 business days following such an
amendment.
As previously announced on November 5, 2007, Motorola will form a joint
venture with Tokogiken, a privately held Japanese company, controlled by
Jun Hasegawa, current president and CEO of Vertex Standard. Upon successful
completion of the tender offer and subsequent restructuring process, Motorola
will own 80% of Vertex Standard and Tokogiken will retain 20%. The Board of
Directors of Vertex Standard has expressed its support for the tender offer.
Vertex Standard is a leader within the Land Mobile Radio segment, where
the company continues to demonstrate particular brand strength in high value,
entry level solutions. The joint venture will develop and sell Vertex Standard
branded products and develop select Motorola branded products.
The approximate number of shares of Vertex Standard Co., Ltd tendered to
date is 1,230,000 shares, representing approximately 17% of the outstanding
shares of Vertex Standard, which tendered shares do not include the shares
owned and committed to be tendered by Tokogiken and Mr. Jun Hasegawa. There
have been no stock acquisition rights tendered to date.
About Motorola
Motorola is known around the world for innovation and leadership in
wireless and broadband communications. Inspired by our vision of seamless
mobility, the people of Motorola are committed to helping you connect simply
and seamlessly to the people, information and entertainment that you want and
need. We do this by designing and delivering "must have" products, "must do"
experiences and powerful networks -- along with a full complement of support
services. A Fortune 100 company with global presence and impact, Motorola had
sales of US $42.8 billion in 2006. For more information about our company, our
people and our innovations, please visit http://www.motorola.com.
About Vertex Standard
Vertex Standard Co. Ltd is a company primarily engaged in radio
communication products for land, marine, airband, and amateur. Since the
company was incorporated in 1956, Vertex Standard has become a global two-way
radio manufacturer with advanced technologies. With customer satisfaction as
its number one priority, the company has supplied products that meet the
changing demands of the 2-way radio communications market. Sales for the
fiscal year-ending March 2007 were approximately 21,983,000,000 yen. Details
for Vertex Standard are available at http://www.vxstd.com/jp/.
Forward-Looking Statements
Certain statements contained in this press release, including the expected
timetable for completing the proposed tender offer, future financial and
operating results, benefits and synergies of the transaction and any other
statements regarding Motorola's or Vertex Standard's future expectations,
beliefs, goals or prospects, and any statements that are not statements of
historical facts might be considered forward-looking statements. While these
forward-looking statements represent managements' current judgment of future
events, they are subject to risks and uncertainties that could cause actual
results to differ materially from those stated in the forward-looking
statements. Important factors that could cause actual results or events to
differ materially from those indicated by such forward-looking statements,
include: (i) Motorola's ability to consummate the tender offer; (ii) the
conditions to the completion of the transaction may not be satisfied, or the
regulatory approvals required for the transaction may not be obtained on the
terms expected or on the anticipated schedule; (iii) the possibility that the
parties may be unable to achieve expected synergies and operating efficiencies
within the expected time-frames or at all; (iv) revenues following the
transaction may be lower than expected; (v) operating costs, customer loss and
business disruption (including, without limitation, difficulties in
maintaining relationships with employees, customers, clients or suppliers) may
be greater than expected following the transaction; (vi) the retention of
certain key employees at Vertex Standard; and (vii) the other factors
described in Motorola's Annual Report on Form 10-K for the year ended December
31, 2006 and its most recent quarterly report filed with the SEC. Motorola
assumes no obligation to update or revise any forward-looking statement in
this press release, and such forward-looking statements speak only as of the
date hereof.
This press release is a public news statement for announcing the tender
offer and is not for soliciting to sell the share certificates or stock
acquisition rights of the target company. When you plan to apply for the
tender offer to sell the share certificates or stock acquisition rights, you
would apply for the tender offer at your judgment after reading the TOB
explanatory statement prepared by the tender Offeror. This press release shall
not correspond to nor partially constitute an offer or a solicitation to sell
securities and a solicitation of the offer to purchase securities. This press
release shall not constitute the agreement regarding the tender offer, nor be
relied in signing of the agreement. In some countries or regions,
announcement, publishing and distribution of this press release would be
restricted. In this case, please take note of the restriction and comply with
the rule. In the countries where the tender offer is regarded illegal, if this
press release is received by someone, it shall not constitute solicitation of
the offer to purchase or sell securities concerning the tender offer and it
shall be regarded as strictly distribution of the information.
SOURCE Motorola, Inc.
Jennifer Erickson, +1-847-435-5320, jennifer.erickson@motorola.com, or
investors, Dean Lindroth, +1-847-576-6899, dean.lindroth@motorola.com, both of
Motorola, Inc.; or Mary Lamb of Motorola Asia Pacific, +852 2966 3717,
mary.lamb@motorola.com
