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8-K - FORM 8-K - RAE SYSTEMS INC | f59471e8vk.htm |
EX-3.1 - EX-3.1 - RAE SYSTEMS INC | f59471exv3w1.htm |
EX-3.2 - EX-3.2 - RAE SYSTEMS INC | f59471exv3w2.htm |
Exhibit 99.1
Company Contact:
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IR Agency Contact: | |
Investor Relations
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Becky Herrick | |
408-952-8449
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415-433-3777 | |
investorrelations@raesystems.com
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bherrick@lhai.com |
VECTOR CAPITAL COMPLETES ACQUISITION OF RAE SYSTEMS INC.
SAN JOSE, CALIF. June 16, 2011 RAE Systems Inc. (NYSE Amex: RAE) (RAE or the Company), a
leader in delivering innovative sensor solutions to serve industrial, energy, environmental, and
government safety markets worldwide, announced the completion of its acquisition by an affiliate of
Vector Capital, for $2.25 per share in cash (without interest).
The merger was approved by RAEs stockholders at a special meeting of stockholders held on June 9,
2011. RAE common stock will be delisted from the New York Stock Exchange.
UBS Investment Bank is acting as financial advisor to the Special Committee of the Board of
Directors of RAE, and Fenwick & West LLP is acting as RAEs legal advisor. Shearman & Sterling LLP
is acting as Vectors legal advisor and Silicon Valley Bank is providing financing for the
transaction.
About RAE Systems
RAE Systems is a leading global provider of rapidly deployable connected, intelligent gas detection
systems that enable real-time safety and security threat detection. RAE Systems products are used
in more than 95 countries by many of the worlds leading corporations and government agencies. RAE
Systems offers a full line of wirelessly enabled solutions including personal, hand-held,
transportable, and fixed instruments designed to meet the needs of any usage scenario. Applications
include energy production, refining, industrial and environmental safety, public venue safety, and
government first responder markets. For more information about RAE Systems, please visit
raesystems.com.
About Vector Capital
With over $2 billion of capital, Vector Capital is a leading global private equity firm
specializing in spinouts, buyouts and recapitalizations of established technology businesses.
Vector identifies and pursues these complex investments in both the private and public markets.
Vector actively partners with management teams to devise and execute new financial and business
strategies that materially improve the competitive standing of these businesses and enhance their
value for employees, customers and shareholders. Among Vectors notable investments are Aladdin
Knowledge Systems, Certara, Corel, LANDesk, Precise Software, Printronix, Register.com,
SafeNet, Savi Technology, Trafficmaster, WatchGuard Technologies, and WinZip. For more information,
visit www.vectorcapital.com.
Safe Harbor Statement
This press release may contain forward-looking statements, as that term is used in Section 21E of
the Securities Exchange Act of 1934. Forward-looking statements include, without limitation:
expressions of belief, anticipation, or expectations of management; statements as to industry
trends or future results of operations of RAE Systems and its subsidiaries; and other statements
that are not historical fact. These types of statements address matters that are subject to risks
and uncertainties, which could cause actual results to differ materially. Factors that could cause
or contribute to such differences include, but are not limited to, failure to consummate the
divestiture of RAE Systems interest in its Fushun joint venture, general economic and industry
factors and receptiveness of the market to RAE Systems and its products. In addition, our
forward-looking statements should be considered in the context of other risk factors discussed in
our filings with the Securities and Exchange Commission, including but not limited to our annual
report on Form 10-K and Form 10-Q filings, available online at http://www.sec.gov. All
forward-looking statements are based on information available to the company on the date hereof,
and the company assumes no obligation to update such statements.
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