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Agreement
Boosts Firms' Ability to Serve Global
Customers with Embedded Power Technologies
ST.
LOUIS & BOCA RATON, Fla.—Feb.
2, 2006 -- Emerson (NYSE:EMR) and
Florida-based Artesyn Technologies
(NASDAQ: ATSN) today announced that
Artesyn will become part of Emerson
Network Power. Emerson will acquire
Artesyn for $11 a share in cash
(approximately $500 million net
of acquired cash) pending customary
regulatory approvals and approval
by Artesyn shareholders.
The agreement brings additional
embedded power conversion technologies
to Emerson Network Power's existing
portfolio of solutions for customers
in the enterprise computing, data,
and telecommunications industries.
Artesyn provides leading original
equipment manufacturers (OEMs) with
advanced power conversion equipment
as well as hardware and software
subsystems for a range of communication
applications
"Artesyn's focus on technology,
global presence and complementary
marquee customer relationships make
it a great strategic fit with Emerson
Network Power to help us better
serve important customers in key
markets around the world,"
said David N. Farr, Emerson chairman,
chief executive officer and president.
Artesyn Technologies, headquartered
in Boca Raton, Florida, with sales
in 2005 of approximately $420 million,
operates globally with design, manufacturing,
sales, and service facilities throughout
Asia, Europe, and North America.
"In
addition to providing Artesyn shareholders
with full value, our customers will
benefit from Emerson's extensive
international infrastructure to
successfully meet their evolving
needs," said Joseph O'Donnell,
Artesyn's chief executive officer.
"The synergies will provide
the scale, resources, and financial
flexibility to take our leading
technology to the next level."
About
Artesyn Technologies:
Artesyn,
headquartered in Boca Raton, Florida,
is a world leader in the design,
manufacture, and sale of power conversion
and embedded board solutions for
infrastructure applications in server
and storage, networking, wireless,
and telecommunications systems.
The Company's products are used
in middle to high-end servers, data
storage devices, routers, hubs,
high-speed modems, RF amplification
systems, base station controllers
and transceivers. The Company has
a global sales reach with design
and manufacturing facilities in
Asia, Europe, and North America.
Artesyn is a public company whose
common stock is traded on the Nasdaq
stock market under the symbol ATSN.
For more information, please visit
the Company's Web site at www.artesyn.com.
About Emerson Network Power:
Emerson Network Power, an Emerson
business, serves the needs of telecommunications
networks, data centers, health care
and industrial facilities worldwide
with a full spectrum of reliable
power solutions, including inbound
power, connectivity, power supplies,
power systems and precision cooling
- all backed by the largest global
services organization in the power
industry. Sales in fiscal 2005 were
$3.3 billion. For more information,
visit www.emersonnetworkpower.com.
About
Emerson:
Emerson
(NYSE: EMR), based in St. Louis,
is a global leader in bringing technology
and engineering together to provide
innovative solutions to customers
through its network power, process
management, industrial automation,
climate technologies, and appliance
and tools businesses. Sales in fiscal
2005 were $17.3 billion. For more
information, visit www.gotoemerson.com.
Proxy
Information:
This
news release is being filed by Artesyn
with the Securities and Exchange
Commission (the "SEC")
in accordance with Rule 14a-12 of
the Securities Exchange Act of 1934,
as amended, and is not intended
to be a proxy solicitation. The
information contained in this news
release is summary in nature and
does not provide all of the important
information with respect to the
merger between Artesyn and Emerson.
Artesyn
plans to file a proxy statement
and other documents with the SEC
regarding the merger. At such time,
a definitive proxy statement will
be sent to Artesyn's stockholders,
seeking their approval of the merger
and the merger agreement. A copy
of the proxy statement, when it
is available, and any other relevant
documents filed by Artesyn with
the SEC, will be available free
of charge at the SEC's website,
www.sec.gov and at the Investor
Relations page of Artesyn's website,
www.artesyn.com. Copies of the proxy
statement and other documents filed
by Artesyn with the SEC may also
be obtained free of charge by directing
requests in writing to the Investor
Relations department of Artesyn,
7900 Glades Road, Suite 500, Boca
Raton, Florida, 33434, or by calling
(561) 451-1000. Artesyn stockholders
are urged to read the proxy statement
when it becomes available because
it will contain important information.
Artesyn
and its directors, officers and
certain of its employees may be
deemed to be participants in the
solicitation of proxies of Artesyn
stockholders. These individuals
may have an interest in the merger,
including as a result of holding
options or shares of Artesyn common
stock. A list of the names, affiliations
and interests of the participants
in the solicitation will be contained
in the proxy statement relating
to the merger that will be filed
with the SEC.
Cautionary
Statement About Forward-Looking
Statements:
Statements
in this news release that are not
historical facts are forward-looking
statements within the meaning of
the Private Securities Litigation
Reform Act of 1995. Readers are
cautioned that these forward- looking
statements involve certain risks
and uncertainties and may differ
materially from actual future events
or results. Undue reliance should
not be placed on such forward-looking
statements. Certain risks and uncertainties
are identified in Artesyn's and
Emerson's periodic filings with
the SEC. Any forward-looking statement
made in this release is made as
of the date of this release and
should not be relied upon as representing
an estimate as of any subsequent
date. Artesyn and Emerson assume
no obligation to update any such
forward- looking statements.
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