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CECO Environmental Corp. And Met-Pro Corporation Anticipate Closing Mergers Between August 27-29, Set Merger Consideration Election Deadline

Stocks in this article: CECE MPR

CINCINNATI and HARLEYSVILLE, Pa., Aug. 12, 2013 /PRNewswire/ -- CECO Environmental Corp. (NasdaqGM: CECE) and Met-Pro Corporation (NYSE: MPR) today announced that they anticipate the closing date of the proposed merger transactions pursuant to which Met-Pro will become a wholly-owned subsidiary of CECO to occur between August 27-29, 2013 . Closing is contingent upon approvals by Met-Pro's and CECO's respective shareholders, among other matters. Special meetings of the Met-Pro and CECO shareholders to obtain the requisite shareholder approvals have been scheduled for August 26, 2013.  

In accordance with the Agreement and Plan of Merger dated as of April 21, 2013, as amended, between Met-Pro and CECO, the deadline for the submission of the election form where Met-Pro shareholders may specify the type of consideration they wish to receive in the proposed merger (which election form has been provided to Met-Pro stockholders of record as of July 19, 2013) has been set for 5:00 p.m. Eastern time on Friday, August 23, 2013 , which is the date that is one business day before the Met-Pro special shareholder meeting.

Met-Pro shareholders who wish to make an election with respect to the consideration to be received in the proposed merger must deliver a properly completed election form to American Stock Transfer & Trust Company, LLC by no later than 5:00 PM Eastern time on Friday, August 23, 2013 . Met-Pro shareholders who hold their shares in "street name" may have an earlier election deadline and should carefully review any materials they received from their bank, broker or other nominee to determine the election deadline applicable to them.  Likewise, Met-Pro shareholders who own their shares through Met-Pro's 401(k) plan or through the Met-Pro Employee Stock Ownership Plan should also carefully review the materials they received to determine the election deadline and procedures applicable to them.  For questions concerning the election forms, or to obtain copies of the election forms, please contact Morrow & Co., LLC at (800) 662-5200, or metproinfo@morrowco.com.  

As previously disclosed by CECO and Met-Pro, if the closing of the proposed merger transactions occurs before August 30, 2013, as is currently anticipated, then the Met-Pro quarterly dividend declared on June 5, 2013 to shareholders of record at the close of business on August 30, 2013 will not be paid to Met-Pro's shareholders. However, in such event, CECO has agreed to set its record date for the payment of its third dividend occurring during its current fiscal year to occur on a date that is at least two business days after the closing date of the proposed merger transactions. Accordingly, if the proposed merger transactions close as is currently anticipated between August 27-29, 2013, the dividend declared by Met-Pro on June 5, 2013 will not be paid to Met-Pro's shareholders.

Additional Information and Where to Find It

In connection with the proposed merger, Met-Pro and CECO have filed with the Securities and Exchange Commission a joint proxy statement/prospectus dated July 25, 2013, which contains important information, including detailed risk factors. This press release is not a substitute for the joint proxy statement/prospectus. Investors in Met-Pro or CECO are urged to read the joint proxy statement/prospectus and other relevant documents that have or will be filed by Met-Pro and CECO with the SEC. You may obtain free copies of the joint proxy statement/prospectus and other documents that have been or will be filed by Met-Pro and CECO with the SEC at the SECʼs website, www.sec.gov, or by directing a request to Met-Pro Corporation, P.O. Box 144, Harleysville, Pennsylvania 19438, Attention: Investor Relations; or to CECO Environmental Corp., 4625 Red Bank Road, Suite 200, Cincinnati, Ohio 45227, Attention: Investor Relations. The joint proxy statement/prospectus has been mailed to Met-Pro and CECO shareholders.

This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

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