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Moog Announces Medical Devices Acquisition Closing
EAST AURORA, N.Y., March 16 /PRNewswire-FirstCall/ -- Moog Inc. (NYSE:
MOG.A and MOG.B) (the "Company") announced today that it has completed the
acquisition of ZEVEX International Inc. (Nasdaq: ZVXI) for $83.8 million.
ZEVEX is a manufacturer of medical devices headquartered in Salt Lake City,
Utah. ZEVEX shareholders will receive $13 in cash for each share of ZEVEX
common stock. As a result of this transaction, ZEVEX is now a wholly owned
subsidiary of Moog. The Company used its revolving credit facility to
finance the transaction.
ZEVEX manufacturers and distributes a line of ambulatory pumps,
stationary pumps, and disposable sets that are used in the delivery of
enteral nutrition for hospital, nursing home, neonatal, and patient home
use. In addition, ZEVEX designs, develops, and manufactures surgical tools
and sensors, and provides engineered solutions for the medical marketplace.
The Company employs a staff of 178 people.
This acquisition expands Moog's participation in the medical devices
market. In the fiscal year ending September 29, 2007, sales in Moog's
Medical Devices segment will approach $65 million, including $25 million in
ZEVEX sales over the next six months. Due to first-year purchase accounting
adjustments, this acquisition will be neutral to Moog's earnings per share
for FY 2007.
"We're excited about having ZEVEX become part of our Company," said
Robert T. Brady, Chairman and CEO. "We believe that ZEVEX brings an
outstanding combination of personnel and products that further extend
Moog's capabilities in the medical market, enabling us to continue growing
this business."
Moog Inc. is a worldwide designer, manufacturer, and integrator of
precision control components and systems. Moog's high-performance systems
control military and commercial aircraft, satellites and space vehicles,
launch vehicles, missiles, automated industry machinery, and medical
equipment.
Cautionary Statement
Information included herein or incorporated by reference that does not
consist of historical facts, including statements accompanied by or
containing words such as "may," "will," "should," "believes," "expects,"
"expected," "intends," "plans," "projects," "estimates," "predicts,"
"potential," "outlook," "forecast," "anticipates," "presume" and "assume,"
are forward- looking statements. Such forward-looking statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These statements are not guarantees of future
performance and are subject to several factors, risks and uncertainties,
the impact or occurrence of which could cause actual results to differ
materially from the expected results described in the forward-looking
statements. These important factors, risks and uncertainties include (i)
fluctuations in general business cycles for commercial aircraft, military
aircraft, space and defense products, industrial capital goods and medical
devices, (ii) our dependence on government contracts that may not be fully
funded or may be terminated, (iii) our dependence on certain major
customers, such as The Boeing Company and Lockheed Martin, for a
significant percentage of our sales, (iv) the possibility that the demand
for our products may be reduced if we are unable to adapt to technological
change, (v) intense competition which may require us to lower prices or
offer more favorable terms of sale, (vi) our significant indebtedness which
could limit our operational and financial flexibility, (vii) the
possibility that new product and research and development efforts may not
be successful which could reduce our sales and profits, (viii) increased
cash funding requirements for pension plans, which could occur in future
years if future plan results differ from assumptions used for our defined
benefit pension plans, including returns on plan assets and discount rates,
(ix) a write-off of all or part of our goodwill, which could adversely
affect our operating results and net worth and cause us to violate
covenants in our bank agreements, (x) the potential for substantial fines
and penalties or suspension or debarment from future contracts in the event
we do not comply with regulations relating to defense industry contracting,
(xi) the potential for cost overruns on development jobs and fixed price
contracts and the risk that actual results may differ from estimates used
in contract accounting, (xii) the possibility that our subcontractors may
fail to perform their contractual obligations, which may adversely affect
our contract performance and our ability to obtain future business, (xiii)
our ability to successfully identify and consummate acquisitions, and
integrate the acquired businesses and the risks associated with
acquisitions, including that the acquired businesses do not perform in
accordance with our expectations, and that we assume unknown liabilities in
connection with the acquired businesses for which we are not indemnified,
(xiv) our dependence on our management team and key personnel, (xv) the
possibility of a catastrophic loss of one or more of our manufacturing
facilities, (xvi) the possibility that future terror attacks, war or other
civil disturbances could negatively impact our business, (xvii) our
operations in foreign countries could expose us to political risks and
adverse changes in local, legal, tax and regulatory schemes, (xviii) the
possibility that government regulation could limit our ability to sell our
products outside the United States, (xix) the impact of product liability
claims related to our products used in applications where failure can
result in significant property damage, injury or death and in damage to our
reputation, (xx) the possibility that litigation may result unfavorably to
us, (xxi) foreign currency fluctuations in those countries in which we do
business and other risks associated with international operations and
(xxii) the cost of compliance with environmental laws. The factors
identified above are not exhaustive. New factors, risks and uncertainties
may emerge from time to time that may affect the forward-looking statements
made herein. Given these factors, risks and uncertainties, investors should
not place undue reliance on forward-looking statements as predictive of
future results. We disclaim any obligation to update the forward-looking
statements made in this report.
SOURCE Moog Inc.
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