Dec. 26, 2012
/PRNewswire/ -- Fushi Copperweld, Inc. ("Fushi Copperweld" or the "Company"; NASDAQ: FSIN), today issued the following update with respect to the Agreement and Plan of Merger, dated as of
June 28, 2012
, among the Company, Green Dynasty Limited ("Green Dynasty"), Green Dynasty Acquisition, Inc. ("Merger Sub"), and Green Dynasty Holdings Limited, pursuant to which Merger Sub will merge with and into the Company and the Company will continue as the surviving corporation and will be a wholly-owned subsidiary of Green Dynasty (the "Merger"):
"We expect to complete the Merger today,
, 2012. We are requesting that shares of the Company common stock cease trading on NASDAQ immediately prior to the opening of the market on
, 2012. We anticipate that the paying agent for the Merger will commence payment of the Merger consideration to stockholders beginning on
, 2012. Stockholders of record who hold shares in certificated form will receive a letter of transmittal to allow them to deliver their share certificates to the paying agent in exchange for the Merger consideration. Stockholders who hold shares through a bank or broker will not have to take any action to receive cash for their shares, as such payments will be handled by the bank or broker."
Safe Harbor Statement
The actual results of Fushi Copperweld, Inc. could differ materially from those described in this press release. Detailed information regarding factors that may cause actual results to differ materially from the results expressed or implied by statements in this press release may be found in the Company's periodic filings with the SEC, including the factors described in the section entitled "Risk Factors" in its annual report on Form 10-K for the year ended
December 31, 2011
, filed with the SEC on
, 2012. The Company does not undertake any obligation to update forward-looking statements contained in this press release. This press release contains forward-looking information about the Company that is intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. These statements can be identified by the use of forward-looking terminology such as "believe," "expect," "may," "will," "should," "project," "plan," "seek," "intend," or "anticipate" or the negatives thereof, or comparable terminology, and include discussions of strategy, and statements about industry trends and the Company's future performance, operations and products.
A number of the matters discussed herein that are not historical or current facts deal with potential future circumstances and developments, in particular, whether and when the transactions contemplated by the Merger Agreement will be consummated. The discussion of such matters is qualified by the inherent risks and uncertainties surrounding future expectations generally and also may materially differ from actual future experience involving any one or more of such matters. Such risks and uncertainties include: any conditions imposed on the parties in connection with consummation of the transactions described herein; satisfaction of various other conditions to the closing of the transactions described herein; and the risks that are described from time to time in the Company's reports filed with the SEC.