Perini Corporation Shareholders Approve Acquisition of Tutor-Saliba Corporation
September 05 2008 - 11:41AM
Business Wire
Perini Corporation (NYSE: PCR), a leading building, civil
construction and construction management company, said its
shareholders today approved the acquisition of Tutor-Saliba
Corporation at the Annual Meeting of Perini shareholders. Perini
announced that it expects to close the transaction on Monday,
September 8, 2008. The proposal to approve the issuance of the
shares in the merger was approved by over 88 percent of
shareholders voting on the proposal. All other proposals related to
the merger were also approved by shareholders. In addition, Perini
shareholders also elected all of the company nominees to the Board
of Directors and approved all other proposals presented to
shareholders at the Annual Meeting, including an amendment to
increase the number of shares authorized for issuance under
Perini�s 2004 Stock Option and Incentive Plan. Michael R. Klein,
Lead Director of Perini, said, �I am delighted that Perini�s
shareholders have approved this transaction, and by a margin that
clearly illustrates enthusiasm about the significantly enhanced
shareholder value that we expect the combination of these two
highly successful and complementary companies � Perini and
Tutor-Saliba � will create. �By combining, growing and diversifying
the best talent of both companies, growing our backlog of booked
and targeted projects and diversifying our reach into promising new
segments of the market, this transaction will create the premiere
publicly-traded general contractor in the United States and
overseas,� concluded Mr. Klein. On April 2, 2008, Perini announced
that it had entered into a definitive agreement to acquire the
privately-held Tutor-Saliba. On August 7, 2008, Perini mailed to
its shareholders a Proxy Statement that contained important
information regarding the transaction, which involves issuing to
the shareholders of Tutor-Saliba equal to 45% of the then total
outstanding shares of Perini Corporation. About Perini Corporation
Perini Corporation is a leading construction services company
offering diversified general contracting, construction management
and design/build services to private clients and public agencies
throughout the world. We have provided construction services since
1894 and have established a strong reputation within our markets by
executing large complex projects on time and within budget while
adhering to strict quality control measures. We offer general
contracting, pre-construction planning and comprehensive project
management services, including the planning and scheduling of the
manpower, equipment, materials and subcontractors required for a
project. We also offer self-performed construction services
including sitework, concrete forming and placement and steel
erection. We are known for our hospitality and gaming industry
projects, sports and entertainment, educational, transportation,
healthcare, biotech, pharmaceutical and high-tech facilities, as
well as large and complex civil construction projects and
construction management services to U.S. military and government
agencies. FORWARD LOOKING STATEMENTS AND ADDITIONAL INFORMATION The
statements contained in this release that are not purely historical
are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, including without limitation, statements
regarding the Company�s expectations, hopes, beliefs, intentions or
strategies regarding the future. These forward-looking statements
are based on the Company�s current expectations and beliefs
concerning future developments and their potential effects on the
Company. There can be no assurance that future developments
affecting the Company will be those anticipated by the Company.
These forward-looking statements involve a number of risks,
uncertainties (some of which are beyond the control of the Company)
or other assumptions that may cause actual results or performance
to be materially different from those expressed or implied by such
forward-looking statements. These risks and uncertainties include,
but are not limited to, actions taken or not taken by third
parties, including the Company�s customers, suppliers, business
partners, and competitors and legislative, regulatory, judicial and
other governmental authorities and officials; the ability to
satisfy the conditions to the transaction with Tutor-Saliba on the
expected timeframe or at all; transaction costs from the
transaction with Tutor-Saliba; the effects of disruption from the
transaction with Tutor-Saliba making it more difficult to maintain
relationships with employees, customers, other business partners or
government entities; the ability to realize the expected synergies
resulting for the transaction with Tutor-Saliba in the amounts or
in the timeframe anticipated and the ability to integrate
Tutor-Saliba�s businesses into those of Perini in a timely and
cost-efficient manner. The Company undertakes no obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except
as may be required under applicable laws. This communication shall
not constitute an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
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