Intermec, Inc. (NYSE:IN) announced today that it has filed with the Securities and Exchange Commission definitive proxy materials in connection with the Company’s pending merger agreement with Honeywell International Inc. The mailing of such proxy materials to stockholders is expected to begin this week. As previously announced on December 10, 2012, Intermec entered into a definitive merger agreement whereby Honeywell will acquire Intermec in an all cash transaction for $10.00 per share.
A special meeting of the stockholders of Intermec will be held to consider and vote upon the proposed merger, and is scheduled for March 19, 2013 at 10:00 a.m., Eastern Time, at Morris, Nichols, Arsht & Tunnell LLP, 1201 North Market Street, Wilmington, Delaware 19801. Intermec stockholders of record as of the close of business on January 25, 2013 will be entitled to vote at the special meeting.
The Board of Directors of Intermec, acting upon the unanimous recommendation of the Special Committee composed entirely of independent directors, has approved the transaction and recommends that Intermec stockholders vote “ FOR” the adoption of the merger agreement. Intermec is seeking, and the merger agreement requires, adoption by the affirmative vote of a majority of the outstanding shares of the Company’s common stock entitled to vote at the special meeting.
Stockholders are encouraged to read the Company’s definitive proxy materials in their entirety as they provide, among other things, a detailed discussion of the process that led to the proposed merger transaction and the reasons behind the Board of Directors’ recommendation that stockholders vote “ FOR” the adoption of the merger agreement.Stockholders who have questions about the merger, need assistance in submitting their proxy or voting their shares should contact the Company’s proxy solicitor, MacKenzie Partners, Inc., 105 Madison Avenue, New York, NY 10016, 1-800-322-2885, Email: firstname.lastname@example.org . About Intermec Intermec Inc. (NYSE:IN) develops and integrates products, services and technologies that identify, track and manage supply chain assets and information. Core technologies include rugged mobile computing and data collection systems, voice solutions that increase business performance, bar code printers, label media, and RFID. The Company's products and services are used by customers in many industries worldwide to improve the productivity, quality and responsiveness of business operations. For more information about Intermec, visit www.intermec.com or call 800-347-2636. Important Additional Information about the Merger Transaction Intermec filed with the Securities and Exchange Commission (“SEC”) a definitive proxy statement in connection with the proposed merger transaction with Honeywell on February 14, 2013. This communication is not a substitute for the definitive proxy statement (including any supplements or amendments thereto) and other documents related to the merger transaction. The definitive proxy statement and any other documents that may be filed with the SEC related to the merger transaction or incorporated by reference into the definitive proxy statement contain important information about Intermec, Honeywell, the merger transaction and related matters. Investors and security holders are urged to carefully read the definitive proxy statement and any other documents that may be filed with the SEC related to the merger transaction or incorporated by reference into the definitive proxy statement. Investors and security holders will be able to obtain free copies of those documents filed with the SEC by Intermec through the website maintained by the SEC at www.sec.gov or by contacting Intermec at (425) 348-2600. In addition, investors and security holders are able to obtain free copies of the documents filed with the SEC at the investor relations tab of Intermec’s website, www.intermec.com, which website is not incorporated herein by reference. Intermec and its directors and officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from its investors and security holders in connection with the merger transaction. Certain information regarding these persons and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the definitive proxy statement and may be contained in other relevant materials to be filed with the SEC regarding the merger transaction when they become available. Additional information regarding Intermec’s executive officers and directors is included in Intermec’s definitive proxy statement for 2012, which was filed with the SEC on April 12, 2012, and other relevant documents filed with the SEC. You can obtain free copies of these documents from Intermec or the SEC using the contact information above.