Mirion Technologies, Inc. (“Mirion”), a leading provider of
detection, measurement, analysis and monitoring solutions to the
nuclear, defense, medical and research end markets, today announced
the release of its new Apex-Guard software, an exciting addition to
the Mirion Apex-Gamma™ Lab Productivity Suite.
Apex-Guard software provides users with increased security and
data integrity and is especially beneficial for pharmaceutical
customers who must adhere to the United States Food and Drug
Administration’s Title 21 CFR Part 11 laboratory compliance, which
outlines requirements for electronic record retention and
electronic signatures. Key features include role-based security
with Windows credentials authentication, automatic timed log-offs,
increased security for file editing permissions, enhanced audit
logs, and digital signatures.
“Apex-Guard software addresses a gap in the marketplace for
satisfying Title 21 CFR Part 11 compliance needs for pharmaceutical
customers while offering robust data security features to all,”
says James Cocks, Division President, DMD Americas at
Mirion. “Pharmaceutical customers, nuclear power plant count rooms,
and commercial radiochemistry labs will all benefit from Apex-Guard
software’s extra layer of security and audit-supporting
documentation. We are pleased to bring this critical product to
market in tandem with the rest of our Apex-Gamma™ Lab Productivity
Suite.”
The new product builds on Apex-Gamma and Genie software packages
with two significant enhancements to Mirion’s legacy spectroscopy
products—subscription-based pricing models and electronic software
licensing.
“Apex-Guard software’s subscription-based model will allow
customers to remain up to date on the latest version to ensure
compliance and security threat maintenance, while allowing Mirion
to develop long-term partnerships instead of one-time
transactions,” continued James Cocks. “Electronic software
licensing will also greatly improve the process for customers by
replacing USB hardware installs.”
When integrated with a customers’ existing laboratory
procedures, Apex-Guard software will make achieving compliance
standards easier and more attainable.
Mirion expects to complete its business combination with GS
Acquisition Holdings Corp II (NYSE: GSAH) and become a publicly
listed company in the second half of 2021, subject to satisfaction
of closing conditions, including certain regulatory approvals.
For more information on Apex-Guard software, visit
https://www.mirion.com/products/apex-guard-lab-productivity-suite
About Mirion
Mirion Technologies is a leading provider of detection,
measurement, analysis and monitoring solutions to the nuclear,
defense, medical and research end markets. The organization aims to
harness its unrivaled knowledge of ionizing radiation for the
greater good of humanity. Many of the company's end markets are
characterized by the need to meet rigorous regulatory standards,
design qualifications and operating requirements. Headquartered in
Atlanta (GA – USA), Mirion employs around 2,500 people and operates
in 13 countries. For more information, and for the latest news and
content from Mirion, visit Mirion.com. Mirion is currently a
portfolio company of Charterhouse Capital Partners, LLP.
About GSAH
GS Acquisition Holdings Corp II (NYSE: GSAH) is a special
purpose acquisition company formed for the purpose of effecting
merger, stock purchase or similar business combination with one or
more businesses. The company is sponsored by an affiliate of The
Goldman Sachs Group, Inc. In June 2020, GSAH completed its initial
public offering, raising $750 million from investors.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of The Private Securities Litigation Reform Act of
1995. Forward-looking statements include, without limitation,
statements regarding the estimated future financial performance,
financial position and financial impacts of the potential
transaction, the satisfaction of closing conditions to the
potential transaction and the private placement, the level of
redemptions by GSAH’s public stockholders and purchase price
adjustments in connection with the potential transaction, the
timing of the completion of the potential transaction, the
anticipated pro forma enterprise value and Adjusted EBITDA of the
combined company following the potential transaction, anticipated
ownership percentages of the combined company’s stockholders
following the potential transaction, and the business strategy,
plans and objectives of management for future operations, including
as they relate to the potential transaction. Such statements can be
identified by the fact that they do not relate strictly to
historical or current facts. When used in this press release, words
such as “pro forma,” “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,”
“potential,” “predict,” “project,” “should,” “strive,” “would” and
similar expressions may identify forward-looking statements, but
the absence of these words does not mean that a statement is not
forward-looking. When GSAH or Mirion discusses its strategies or
plans, including as they relate to the potential transaction, it is
making projections, forecasts and forward-looking statements. Such
statements are based on the beliefs of, as well as assumptions made
by and information currently available to, GSAH’s or Mirion’s
management.
These forward-looking statements involve significant risk and
uncertainties that could cause the actual results to differ
materially from the expected results. Most of these factors are
outside GSAH’s and Mirion’s control and are difficult to predict.
Factors that may cause such differences include, but are not
limited to: (1) GSAH’s ability to complete the potential
transaction or, if GSAH does not complete the potential
transaction, any other initial business combination; (2)
satisfaction or waiver (if applicable) of the conditions to the
potential transaction, including with respect to the approval of
the stockholders of GSAH; (3) the ability to maintain the listing
of the combined company’s securities on the New York Stock
Exchange; (4) the inability to complete the private placement; (5)
the risk that the proposed transaction disrupts current plans and
operations of GSAH or Mirion as a result of the announcement and
consummation of the transaction described herein; (6) the ability
to recognize the anticipated benefits of the proposed transaction,
which may be affected by, among other things, competition, the
ability of the combined company to grow and manage growth
profitably, maintain relationships with customers and suppliers and
retain its management and key employees; (7) costs related to the
proposed transaction; (8) changes in applicable laws or regulations
and delays in obtaining, adverse conditions contained in, or the
inability to obtain necessary regulatory approvals required to
complete the potential transaction; (9) the possibility that GSAH
and Mirion may be adversely affected by other economic, business,
and/or competitive factors; (10) the outcome of any legal
proceedings that may be instituted against GSAH, Mirion or any of
their respective directors or officers, following the announcement
of the potential transaction; (11) the failure to realize
anticipated pro forma results or projections and underlying
assumptions, including with respect to estimated stockholder
redemptions, purchase price and other adjustments; (12) future
global, regional or local political, market and social conditions,
including due to the COVID-19 pandemic; and (13) other risks and
uncertainties indicated from time to time in the preliminary proxy
statement of GSAH, including those under “Risk Factors” therein,
and other documents filed or to be filed with the Securities and
Exchange Commission (“SEC”) by GSAH.
Forward-looking statements included in this release speak only
as of the date of this release. Neither GSAH nor Mirion undertakes
any obligation to update its forward-looking statements to reflect
events or circumstances after the date of this release. Additional
risks and uncertainties are identified and discussed in GSAH’s
reports filed with the SEC and available at the SEC’s website at
http://www.sec.gov.
Additional Information about the Transaction and Where to
Find It
In connection with the proposed business combination, a
registration statement on Form S-4 was filed by GSAH with the SEC.
The Form S-4 includes a proxy statement to be distributed to
holders of GSAH’s common stock in connection with the solicitation
of proxies for the vote by GSAH’s stockholders in connection with
the proposed business combination and other matters as described in
the Form S-4, as well as a prospectus of Mirion relating to the
offer of the securities to be issued in connection with the
completion of the proposed business combination. GSAH and Mirion
urge investors, stockholders and other interested persons to read
the Form S-4, including the proxy statement/prospectus, as well as
other documents filed with the SEC in connection with the proposed
business combination, as these materials will contain important
information about GSAH, Mirion and the proposed business
combination. After the Form S-4 has been declared effective, the
definitive proxy statement/prospectus will be mailed to GSAH’s
stockholders as of a record date to be established for voting on
the proposed business combination. GSAH’s stockholders will also be
able to obtain copies of such documents, without charge, once
available, at the SEC’s website at http://www.sec.gov, or by
directing a request to: IR-GSPCS@gs.com
Participants in the Solicitation
GSAH and Mirion, and their respective directors and officers,
may be deemed participants in the solicitation of proxies of GSAH
stockholders in connection with the proposed business combination.
GSAH’s stockholders and other interested persons may obtain,
without charge, more detailed information regarding the directors
and officers of GSAH in GSAH’s Annual Report on Form 10-K/A for the
fiscal year ended December 31, 2020, which was filed with the SEC
on May 17, 2021.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of proxies to GSAH’s
stockholders in connection with the proposed business combination
and other matters to be voted upon at the special meeting is set
forth in the proxy statement/prospectus for the proposed business
combination. Additional information regarding the interests of
participants in the solicitation of proxies in connection with the
proposed business combination is included in the proxy
statement/prospectus that GSAH has filed with the SEC.
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version on businesswire.com: https://www.businesswire.com/news/home/20210915005349/en/
For investor inquiries, please contact:
GS Acquisition Holdings Corp II Please email:
IR-GSPCS@gs.com
For media inquiries, please contact:
Phil Denning / Nora Flaherty E MirionPR@icrinc.com
Leslie Shribman Goldman Sachs & Co. LLC T +1
212-902-5400
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