Both IES and MISCOR expect to hold special meetings of their shareholders to consider and act upon the proposed transaction as promptly as practicable. Details regarding the record date for, and the date, time and place of, the special meetings will be included in a press release when finalized. In anticipation of the shareholders meeting, MISCOR and IES will mail to their shareholders a notice of the meeting and a proxy statement relating to the transaction and the vote to be taken at the meeting. The transaction is subject to the approval of the shareholders of both IES and MISCOR and the requirement that a majority of each company’s non-affiliated shareholders do not vote against the transaction, as well as other customary approvals.
The disinterested members of the board of directors of IES unanimously approved the merger agreement. MISCOR established a special committee of independent directors that approved the merger agreement and recommended approval of the merger agreement by the full board of directors. After receiving approval from the special committee, the disinterested members of the board of directors of MISCOR unanimously approved the merger agreement.
Stifel rendered a fairness opinion to the Board of Directors of IES, and Periculum Capital Company, LLC acted as a financial advisor to IES. Western Reserve Partners LLC acted as financial advisor to MISCOR on the transaction and rendered a fairness opinion to the Board of Directors of MISCOR.
About Integrated Electrical Services, Inc.Integrated Electrical Services, Inc. is a leading national provider of electrical infrastructure services to the communications, commercial, industrial and residential markets. Our 2,500 employees serve clients throughout the United States. For more information about IES, please visit www.ies-corporate.com. About MISCOR Group Ltd. MISCOR, through its subsidiaries, provides electrical and mechanical solutions to customers both in the United States and abroad. The company operates in two segments, Industrial Services and Rail Services. For more information about MISCOR, please visit www.miscor.com. Forward-Looking Statements