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8-K - FORM 8-K - Henry Bros. Electronics, Inc. | y88641e8vk.htm |
Exhibit 99.1
17-01 Pollitt Drive Fair Lawn, NJ 07410 Main 201-794-6500 Fax 201-794-8341 www.hbe-inc.com |
HENRY BROS. ELECTRONICS, INC. COMPLETES THE MERGER
WITH KRATOS DEFENSE & SECURITY SOLUTIONS, INC.
WITH KRATOS DEFENSE & SECURITY SOLUTIONS, INC.
FAIR LAWN, N.J., December 16, 2010 Henry Bros. Electronics, Inc. (NASDAQ: HBE), a turnkey
provider of technology-based integrated electronic security solutions, today announced that on
December 15, 2010, after receving the required stockholder approval, it completed the previously
announced merger transaction with Kratos Defense & Security Solutions, Inc. (NASDAQ: KTOS).
The affirmative vote of the holders of a majority of the outstanding shares of Henry Bros. common
stock was required to approve the merger transaction with Kratos. According to the final vote tally
of shares of Henry Bros. common stock, approximately 79% of the outstanding shares of Henry Bros.
common stock as of November 2, 2010, the record date for the annual meeting, was voted to approve
the merger.
Under the terms of the merger agreement, Henry Bros.s stockholders will receive $8.20 in cash,
without interest and less any applicable withholding taxes, for each share of Henry Bros. common
stock they hold.
As of today December 16, 2010, the stock of Henry Bros. will no longer be quoted on The NASDAQ
Capital Market.
About Henry Bros. Electronics, Inc.
Henry Bros. Electronics (NASDAQ: HBE) provides technology-based integrated electronic security
systems, services and emergency preparedness consultation to commercial enterprises and government
agencies. Henry Bros. has offices in Arizona, California, Colorado, Maryland, New Jersey, New
York, Texas and Virginia. For more information, visit http://www.hbe-inc.com.
About Kratos Defense & Security Solutions
Kratos Defense & Security Solutions, Inc. (NASDAQ: KTOS) provides mission critical products,
services and solutions for United States National Security. Principal products, services and
solution offerings relate to and support C5ISR, weapon systems sustainment, military weapon range
operations and technical services, network engineering services, information assurance and
cybersecurity solutions, security and surveillance systems, and critical infrastructure security
system design and integration. Kratos is headquartered in San Diego, California, with resources
located throughout the U.S. and at key strategic military locations. News and information are
available at www.KratosDefense.com.
ARIZONA | CALIFORNIA | COLORADO | MARYLAND | NEW JERSEY | NEW YORK | TEXAS | VIRGINIA |
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the safe
harbor provisions of the United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements are statements that are not historical facts. Words such as expect(s),
feel(s), believe(s), will, may, anticipate(s), intend(s) and similar expressions are
intended to identify such forward-looking statements. These statements include, but are not limited
to, statements regarding future performance. All of such information and statements are subject to
certain risks and uncertainties, the effects of which are difficult to predict and generally beyond
the control of Henry Bros., that could cause actual results to differ materially from those
expressed in, or implied or projected by, the forward-looking information and statements. These
risks and uncertainties include, but are not limited to: (i) uncertainties associated with the
acquisition of Henry Bros. by Kratos, (ii) changes in economic, business, competitive,
technological and/or regulatory factors and (iii) those risks identified and discussed by Henry
Bros. in its filings with the SEC. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this press release. Neither Kratos
nor Henry Bros. undertakes any obligation to republish revised forward-looking statements to
reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated
events. Readers are also urged to carefully review and consider the various disclosures in Henry
Bros.s SEC periodic and interim reports, including but not limited to its Annual Report on Form
10-K for the fiscal year ended December 31, 2009, Quarterly Reports on Form 10-Q for the fiscal
quarters ended March 31, 2010, June 30, 2010 and September 30, 2010 and Current Reports on Form 8-K
filed from time to time by Henry Bros. All forward-looking statements are qualified in their
entirety by this cautionary statement.
Investor Contacts: |
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Todd Fromer
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Jim Henry, Chief Executive Officer | |
KCSA Strategic Communications
|
Henry Bros. Electronics, Inc. | |
212-896-1215
|
201-794-6500 | |
tfromer@kcsa.com
|
jhenry@hbe-inc.com |
ARIZONA | CALIFORNIA | COLORADO | MARYLAND | NEW JERSEY | NEW YORK | TEXAS | VIRGINIA |