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Bids, Mergers and Takeovers

Synergy Health, Steris say FTC injunction request fails

25 September 2015 07:18

Steris Corp and Synergy Health said the US District Court for the Northern District of Ohio has denied the Federal Trade Commission's request for a preliminary injunction to block the company's acquisition of Synergy Health.

Steris also announced that it intends to reschedule the vote of its shareholders on the proposed combination of the two companies by adjourning the meeting currently scheduled for Sept. 24 to Oct. 2, 2015.

Synergy Health has scheduled its shareholder meetings for the same date. The companies are rescheduling their respective shareholder votes to allow sufficient notice to Synergy's shareholders under UK law. Proxies already received from Steris shareholders will continue to be valid and will be voted as instructed by the shareholder on the proxy card, including with respect to the proposal to adjourn the Steris special meeting to October 2, 2015.

Steris shareholders wishing to modify their vote, including with respect to adjournment of the September 24, 2015 special meeting, should consult the instructions contained in the proxy statement on Form DEFM14A filed by Steris with the U.S. Securities and Exchange Commission on February 9, 2015, or contact Georgeson, Inc. at (888) 206-5970 for more information.

As a result of the delay in the timetable for the Combination, the extended FTC review of the Combination, and the litigation costs associated with contesting the FTC's challenge of the Combination, Steris' and New Steris's legal expenses in connection with the Combination are estimated to increase to approximately £16 million and financing expenses in connection with the Combination may increase to up to £22 million.

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