Harbor Acquisition Corporation Announces Completion of Its Special Meeting of Stockholders without Vote on Proposed Acquisition
February 08 2008 - 11:15AM
Business Wire
Harbor Acquisition Corporation (Amex: HAC; HAC.U; HAC.WS; �Harbor�)
announced today that the adjourned session of the special meeting
of Harbor�s stockholders which commenced today at 10 a.m. (Eastern
Standard Time) was completed without a formal vote being taken on
the Stock Purchase Agreement dated October 17, 2006, as amended
(the �Stock Purchase Agreement�), relating to Harbor�s proposed
acquisition of Elmet Technologies, Inc. (�Elmet�). As described in
Harbor�s press release on February 1, 2008, Harbor received on that
date a notice that Elmet and the Elmet Stockholders Representative
had elected to exercise their right to terminate the Stock Purchase
Agreement due to the failure of Harbor to obtain stockholder
approval of the acquisition within the required timeframe. As also
described in that press release, based on the proxies received from
Harbor stockholders, it appears that the Harbor stockholders would
not have approved the Stock Purchase Agreement if such a formal
vote had been taken and that holders of more than 20.0% of the 13.8
million shares of Harbor common stock issued in Harbor�s public
offering would have voted against the acquisition and exercised
their rights to convert their shares into a pro rata portion of
Harbor�s trust established at the time of the public offering.
Since Harbor now anticipates that it will not be able to complete
its proposed acquisition of Elmet by April 30, 2008, the Harbor
Board of Directors is now considering alternatives that may be in
the best interests of the Harbor stockholders, including the
adoption of a plan of dissolution and liquidation in accordance
with applicable provisions of Delaware law. Not a Proxy Statement
This press release is not a proxy statement or a solicitation of
proxies from the holders of common stock of Harbor and does not
constitute an offer of any securities of Harbor for sale. The
solicitation of proxies with respect to Harbor�s proposed
acquisition of Elmet has been made only by the definitive proxy
statement dated November 30, 2007 and the supplement thereto dated
January 11, 2008 that Harbor mailed to all its stockholders, each
as filed with the Securities and Exchange Commission. INVESTORS AND
SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT
AND SUCH SUPPLEMENT BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors and security holders may obtain a free copy of the
definitive proxy statement, the supplement and other documents
filed by Harbor at the Securities and Exchange Commission�s web
site at http://www.sec.gov. Forward Looking Statements This press
release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
forward-looking statements are based on current expectations and
projections about future events and no party assumes an obligation
to update any such forward-looking statements. These
forward-looking statements are subject to known and unknown risks,
uncertainties and assumptions about Harbor that may cause actual
results to be materially different from any future results
expressed or implied by such forward-looking statements. In some
cases, you can identify forward-looking statements by terminology
such as �may,� �should,� �could,� �would,� �expect,� �plan,�
�anticipate,� �believe,� �estimate,� �continue,� or the negative of
such terms or other similar expressions.
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