Feihe International Announces Record Date and Meeting Date for Special Meeting of Shareholders
May 20 2013 - 5:25PM
Marketwired
Feihe International, Inc. (NYSE: ADY) ("Feihe" or the "Company"),
one of the leading producers and distributors of premium infant
formula, milk power and soybean, rice and walnut products in China,
today announced that the Company has called a special meeting of
the shareholders (the "Special Meeting"), to be held on June 26,
2013, at 10:30 a.m. (Beijing time), at Star City International
Building, 10 Jiuxianqiao Road, C-16th Floor, Chaoyang District,
Beijing, China, 100016, to consider and vote on the proposal to
approve the previously announced Agreement and Plan of Merger,
dated March 3, 2013 (the "Merger Agreement"), by and among Diamond
Infant Formula Holding Limited, Platinum Infant Formula Holding
Limited (the "Parent"), Infant Formula Merger Sub Holding Inc. (the
"Merger Sub") and the Company.
Under the terms of the Merger Agreement, Merger Sub will be
merged with and into the Company, with the Company continuing as
the surviving company after the merger as a wholly owned subsidiary
of Parent (the "Merger"). If completed, the proposed Merger will
result in the Company becoming a privately-held company and the
common stock of the Company will no longer be listed on the New
York Stock Exchange. The Company's board of directors, acting upon
the unanimous recommendation of the special committee formed by the
board of directors, approved the Merger Agreement and resolved to
recommend that the Company's shareholders vote to approve the
Merger Agreement.
Shareholders of record as of the close of business on May 20,
2013, the record date for the Special Meeting, are entitled to
receive notice of the Special Meeting and to vote the shares of
common stock of the Company owned by them at the Special Meeting.
Additional information regarding the Special Meeting and the Merger
Agreement can be found in the transaction statement on Schedule
13E-3 and the definitive proxy statement on Schedule 14A, filed
with the Securities and Exchange Commission ("SEC") on May 20,
2013, which can be obtained, along with other filings containing
information about the Company, the proposed Merger and related
matters, without charge, from the SEC's website
(http://www.sec.gov) or at the SEC's public reference room at 100 F
Street, NE, Room 1580, Washington, D.C. 20549. In addition, holders
of shares of common stock of the Company as of the record date will
receive the definitive proxy statement by mail. Requests for
additional copies of the definitive proxy statement should be
directed to Innisfree M&A Incorporated, the Company's proxy
solicitor, at 1-888-750-5834 (toll-free from the US and Canada) or
1-412-232-3651 (from other countries). INVESTORS
AND SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY
THESE MATERIALS AND OTHER MATERIALS FILED WITH OR FURNISHED TO THE
SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE COMPANY, THE PROPOSED MERGER AND RELATED
MATTERS.
This announcement is neither a solicitation of proxy, an offer
to purchase nor a solicitation of an offer to sell any securities
and it is not a substitute for any proxy statement or other filings
that have been or will be made with the SEC.
About Feihe International, Inc.
Feihe International, Inc. (NYSE: ADY) is one of the leading
producers and distributors of premium infant formula, milk powder,
packed milk and soybean, rice and walnut products in the People's
Republic of China. Feihe International conducts operations in China
through its wholly owned subsidiary, Feihe Dairy, and other
subsidiaries. Founded in 1962, Feihe Dairy is headquartered in
Beijing, China, and has processing and distribution facilities in
Kedong, Qiqihaer, Gannan, Longjiang, Shanxi. Using proprietary
processing techniques, Feihe International makes products that are
specially formulated for particular ages, dietary needs and health
concerns. Feihe International has over 200 company-owned milk
collection stations, five production facilities with an aggregate
milk powder production capacity of approximately 2,020 tons per day
and an extensive distribution network that reaches over 100,000
retail outlets throughout China. For more information about Feihe
International, Inc., please visit http://ady.feihe.com.
Cautionary Note Regarding Forward-Looking
Statements
This document may include certain statements that are not
descriptions of historical facts, but are forward-looking
statements. Such statements include, among others, those concerning
expected benefits and costs of the proposed Merger; management
plans relating to the Merger; the expected timing of the completion
of the Merger; the parties' ability to complete the Merger
considering the various closing conditions, including any
conditions related to regulatory approvals, as well as all
assumptions, expectations, predictions, intentions or beliefs about
future events. Forward-looking statements can generally be
identified by the use of forward-looking terminology such as
"will," "should," "may," "believes," "expects" or similar
expressions. All of such assumptions are inherently subject to
uncertainties and contingencies beyond the Company's control and
based upon premises with respect to future business decisions,
which are subject to change. The Company assumes no obligation to
update any such forward-looking statements.
For more information, please contact: Renee Ren +86-10-8457-4688
x8810 Email Contact
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