Friday, March 30, 2018

FLIR Provides Thermal Imaging for Next Generation DJI Zenmuse XT2 Dual-Sensor Commercial Drone Camera

 Companies Extend Collaboration as DJI Joins 'Thermal by FLIR' Thermal Innovation Program

WILSONVILLE, Ore.-Thursday, March 29th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- FLIR Systems, Inc. (NASDAQ: FLIR) today announced that DJI, the world’s leader in civilian drones and aerial imaging, will integrate a FLIR thermal imaging sensor technology into its new DJI Zenmuse XT2 drone camera. The DJI Zenmuse XT2, DJI’s first dual-sensor and its most advanced gimbal-stabilized camera for commercial drone applications, furthers the collaboration between FLIR® and DJI. The Zenmuse XT2 also joins the ‘Thermal by FLIR’ partner program, which FLIR created to fuel thermal innovation and allow partners to leverage the leadership, quality, and innovation that FLIR’s brand represents in the thermal imaging space.

Built with industrial and public safety applications in mind, the DJI Zenmuse XT2 expands upon the benefits in the first thermal-equipped camera jointly developed by FLIR and DJI, the DJI Zenmuse XT. The new drone camera includes both a high-definition 4K color video camera and a high-resolution radiometric thermal camera, allowing operators to switch between thermal and visible cameras in flight. The Zenmuse XT2 also uses FLIR’s patented MSX® technology, or multispectral dynamic imaging, that embosses high-fidelity, visible-light details onto the thermal imagery to enhance image quality and perspective.

The Zenmuse XT2 is compatible with the DJI Matrice 600 and Matrice 200 Series platforms and integrates with DJI’s data transmission technology for live video display. Full integration gives drone operators plug-and-play installation, real-time control, and recording during flight in thermal, visible, or thermal/visible picture-in-picture. This flexibility allows operators to acquire double the data in a single camera and stay focused on mission-critical tasks.

“The arrival of the DJI Zenmuse XT2 with a FLIR sensor signifies an important technological advancement for drone operators who need both a visible camera and the superpower benefits of thermal imaging in one product,” said James Cannon, President and CEO of FLIR. “Now drone operators can capture data without landing, an important advantage for search and rescues operations, monitor the health of mechanical and electrical equipment remotely, and identify potential problems in buildings. Our collaboration with DJI perfectly aligns with our mission to use our thermal technology to help save lives and livelihoods.”

“Since the introduction of our first FLIR camera in 2015 we have seen strong demand for thermal imaging-based products because they have helped transform DJI drones into essential and often lifesaving tools across a wide variety of industries,” said Roger Luo, President at DJI. “We are excited to introduce our next generation product together, the Zenmuse XT2, which is easier and more efficient to operate, and further demonstrates our commitment to innovation in the commercial drone industry.”

DJI is one of multiple partners involved with the new Thermal by FLIR program, created to support original equipment manufacturers (OEMs) and product innovators interested in using the FLIR thermal imaging sensors to deliver the benefits of the World’s Sixth Sense. The program ensures that original equipment manufacturers and entrepreneurs can carry the Thermal by FLIR brand and receive additional product development and marketing support from FLIR to build and market their respective products. Additional Thermal by FLIR partners include Cat Phones, Casio, Panasonic, ARSENZ, and TinkerForge.

To learn more about the Zenmuse XT2, visit www.flir.com/xt2. For device manufacturers interested in learning more about integrating FLIR sensors, please visit http://www.flir.com/thermalbyflir/.

About FLIR Systems

Founded in 1978 and headquartered in Wilsonville, Oregon, FLIR Systems is a world-leading maker of sensor systems that enhance perception and heighten awareness, helping to save lives, improve productivity, and protect the environment. Through its nearly 3,500 employees, FLIR's vision is to be "The World's Sixth Sense" by leveraging thermal imaging and adjacent technologies to provide innovative, intelligent solutions for security and surveillance, environmental and condition monitoring, outdoor recreation, machine vision, navigation, and advanced threat detection. For more information, please visit www.flir.com and follow @flir.

Forward-Looking Statements

The statements of opinion in this release that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based on current expectations, estimates, and projections about FLIR's business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including risks and uncertainties discussed from time to time in FLIR's Securities and Exchange Commission filings and reports. Such forward-looking statements speak only as of the date on which they are made and FLIR does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release, or for changes made to this document by wire services or Internet service providers.

The company names, logos, brands, and other trademarks featured or referred to herein are the property of their respective trademark holders. These trademark holders are not affiliated with FLIR Systems, its affiliates or its products.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180328006041/en/

Contacts

FLIR Systems, Inc.
Media:
Tim McDowd, 503-498-3146
tim.mcdowd@flir.com
or
Investor Relations:
Shane Harrison, 503-498-3547
shane.harrison@flir.com


Permalink : http://aetoswire.com/news/flir-provides-thermal-imaging-for-next-generation-dji-zenmuse-xt2-dual-sensor-commercial-drone-camera/en

The CMMI® Institute Announces CMMI Development V2.0

Driving business performance by building and benchmarking world-class product development capabilities

PITTSBURGH-Thursday, March 29th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- Building capability to consistently deliver solutions with speed to market, agility, customer satisfaction, and uncompromising quality are all table stakes in today’s competitive business world. The CMMI Institute has released CMMI Development V2.0, a globally recognized process improvement model of software, product and systems development best practices that will elevate organizational performance.

“Global adoption of the CMMI has been growing at a record rate because of the material results it delivers,” said Kirk Botula, CMMI Institute CEO. “High-performance commercial and government organizations around the world rely on CMMI to provide a clear roadmap to mitigate risk, create value, and build a resilient culture of continuous improvement. These include companies like Honeywell, Cognizant and Unisys, and U.S. government agencies, such as the FDA and NASA.”

Capabilities lie at the heart of an organization’s ability to achieve results and address strategic priorities. CMMI Development V2.0 will help organizations substantially improve performance by building and sustaining capabilities in key areas such as product development and engineering, managing business resilience, planning and managing work, selecting and managing suppliers, ensuring quality, and managing the workforce.

The CMMI V2.0 product suite includes the maturity model, adoption guidance, system and supporting tools, training, certification, and an appraisal method. And, like its predecessors, CMMI V2.0 leverages its five levels that represent a path of increasing capability maturity to improve business performance.

CMMI Development V2.0 enables the following benefits:

    Improve Business Performance
        Business goals are tied directly to operations in order to drive measurable, improved performance against time, quality, budget, customer satisfaction and other key drivers.
    Leverage Current Best Practices
        The CMMI V2.0 is a trusted source of proven best practices that will be continuously updated on the new online platform to reflect changing business needs.

    Build Agile Resiliency and Scale
        Direct guidance on how to strengthen agile with Scrum project processes across the enterprise with a focus on performance.
    Benchmark Capability and Performance
        New performance-oriented appraisal method improves the reliability and consistency of benchmarking while reducing preparation time and life-cycle costs.
    Accelerate Adoption
        Online platform and adoption guidance make the benefits of CMMI more accessible than ever.

CMMI V2.0 was developed in collaboration with sponsors including BAE Systems, Booz Allen Hamilton, Honeywell, Lockheed Martin, NASA, Northrup Grumman, and Siemens and over 300 contributors from industry, government, and academia from more than 20 countries.

Learn more about CMMI Development V2.0 at cmmiinstitute.com

About CMMI® Institute

A subsidiary of ISACA Enterprises, CMMI Institute (cmmiinstitute.com) is the global leader in the advancement of best practices in people, process, and technology. The Institute provides the tools and support for organizations to benchmark their capabilities and build maturity by comparing their operations to best practices and identifying performance gaps. For over 25 years, thousands of high-performing organizations in a variety of industries, including aerospace, finance, healthcare, software, defense, transportation, and telecommunications, have improved their performance, earned a CMMI maturity level rating, and proved they are capable business partners and suppliers.

Contacts

CMMI Institute
Joe Callahan, +1-412-282-4020
jcallahan@cmmiinstitute.com
or
ISACA
Tassi Herrick, +1-308-539-1883
tassi.herrick@ogilvy.com

Permalink : http://aetoswire.com/news/the-cmmireg-institute-announces-cmmi-development-v20/en

Final results from landmark DYNAGITO® trial published in The Lancet Respiratory Medicine1



INGELHEIM, Germany-Thursday, March 29th 2018 [ AETOS Wire ]

    Results enhance existing evidence base showing Spiolto® Respimat® improves symptom reduction and quality of life over Spiriva® Respimat®2,3,4,5,6

For media excluding the United States of America, Canada and the United Kingdom

(BUSINESS WIRE) -- Boehringer Ingelheim today announced data from the landmark 52-week DYNAGITO® trial which show that in people with COPD (chronic obstructive pulmonary disease), Spiolto® Respimat® (tiotropium/olodaterol 5/5µg) lowers the rate of moderate-to-severe exacerbations compared with Spiriva® Respimat® (tiotropium). The pre-specified significance level of p<0.01 for the primary endpoint of DYNAGITO® was not met.1 Treatment with tiotropium/olodaterol resulted in a 7% lower rate of moderate-to-severe COPD exacerbations compared with tiotropium alone (p=0.0498).1 This study, involving more than 7,800 people with COPD over 1 year, was published today in The Lancet Respiratory Medicine.1

“The results of DYNAGITO® are of value, as they show that tiotropium/olodaterol can lower the rate of moderate-to-severe exacerbations in many patients compared to tiotropium – a tough comparator which has consistently demonstrated exacerbation risk reduction through long-term, real-world experience,” said study investigator Professor Peter M.A. Calverley, Professor of Pulmonary Medicine, University of Liverpool, UK. “These data support evidence-based expert recommendations that dual bronchodilator LAMA/LABA therapy has a central role in the management of people with COPD, in terms of symptom improvement and exacerbation risk reduction.”7

COPD is a progressive, yet treatable condition that significantly impacts patients’ lives, restricting their daily activities from early on in the disease.8,9,10 COPD exacerbations, or flare-ups, are sudden episodes of increased breathlessness, cough and mucus production that can last for several days or even weeks.11 These episodes can be seriously disabling, resulting in a need for urgent medical care, including hospitalisation, and sometimes lead to death.11

Further DYNAGITO® data demonstrated that tiotropium/olodaterol was associated with fewer moderate-to-severe exacerbations that needed intervention with a systemic corticosteroid, with or without antibiotics, compared with tiotropium:1*

    A 20% lower rate of moderate-to-severe exacerbations that required treatment with a systemic corticosteroid (p=0.0068).1*
    A 9% lower rate of exacerbations where the use of both a systemic corticosteroid and antibiotics were needed (p=0.0447).1*
    No difference was observed in the rate of exacerbations that required treatment with antibiotics only (p=0.2062).1*

No new side effects or safety concerns were identified in the DYNAGITO® study.1 These data also show that tiotropium/olodaterol has a similar safety profile to tiotropium.1

Reducing symptoms and the future risk of exacerbations are key treatment goals for COPD.7 According to the international GOLD† 2018 Strategy recommendations, LAMA/LABA treatments such as tiotropium/olodaterol play a central role in the management of COPD and help to achieve these treatment goals.7

Intended audiences:
This press release is issued from our Corporate Headquarters in Ingelheim, Germany and is intended to provide information about our global business. Please be aware that information relating to the approval status and labels of approved products may vary from country to country, and a country-specific press release on this topic may have been issued in the countries where we do business.

For references and notes to editors, please visit: http://www.boehringer-ingelheim.com/press-release/results-landmark-dynagito-trial

* The pre-specified significance level of p<0.01 for the primary endpoint of DYNAGITO® was not met
† Global Initiative for Chronic Obstructive Lung Disease

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180329005455/en/

Contacts

Boehringer Ingelheim
Corporate Communications
Media + PR
Dr. Carolin Grob
Email: carolin.grob@boehringer-ingelheim.com
Phone: +49 (6132) 77-182603
Fax: +49 (6132) 77-6601
or
Email: press@boehringer-ingelheim.com


Permalink : http://www.aetoswire.com/news/final-results-from-landmark-dynagitoregnbsptrial-published-in-the-lancet-respiratory-medicine1/en

Thursday, March 29, 2018

ProGrade Digital Professional Memory Cards and Readers Now Available Online at B&H Photo and Video

ProGrade Digital CFast 2.0, ProGrade Digital SDXC UHS-II Memory Cards and ProGrade Digital Dual Slot Reader for CFast 2.0 and SDXC UHS-II Now Shipping to Global Markets




SAN JOSE, Calif.-Thursday, March 29th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- ProGrade Digital, founded with a mission to provide the highest quality professional grade digital memory cards and workflow solutions, announces international product availability through B&H Photo and Video beginning today. ProGrade Digital CFast™ 2.0, ProGrade Digital SDXC™ UHS-II memory cards and ProGrade Digital Dual Slot card readers set a new performance and value point in the professional imaging space, and complement the full range of imaging products sold worldwide by B&H.

“We are very happy to increase the availability of ProGrade Digital products through B&H--a reseller widely known as a global “go-to” destination for professional imaging products,” says Wes Brewer, founder and CEO of ProGrade Digital. “Our focus on the imaging professional mirrors the focus at B&H, so we look forward to a long and successful collaboration.”

“B&H Photo and Video has been serving professional photographers and cinema production teams since 1973. This new alliance expands our ability to bring ProGrade Digital products to more customers around the globe,” says Mark Lewis, Vice President Marketing.

The founders of ProGrade Digital hail from Lexar, a pioneering developer of memory cards for digital photography, and from SanDisk, regarded as the leading global producer of flash memory storage. Each executive brings extensive expertise in the design, development and manufacture of digital storage products, plus longstanding relationships with key OEM and supply vendors. The company will focus exclusively on development of memory cards, card readers and workflow software for professional imaging markets. Its flagship products, ProGrade Digital CFast 2.0 and ProGrade Digital SDXC UHS-II memory cards, are optimized to render maximum performance when paired with high-end DSLR, mirrorless, camcorder and digital cinema cameras from manufacturers such as Canon, Nikon, Sony and Blackmagic. ProGrade Digital memory cards expand the creative visions of cinema and photography professionals around the world.

International customers may purchase ProGrade Digital products on the B&H Photo and Video website. Customers in select regions may also purchase on www.progradedigital.com and Amazon.com.

About ProGrade Digital, Inc.

ProGrade Digital focuses exclusively on the design and marketing of digital memory cards, card readers and workflow software required by imaging professionals. Flagship products include ProGrade Digital CFast 2.0 and ProGrade Digital SDXC UHS-II memory cards, offered in a range of capacities and optimized to render maximum performance when paired with high-end DSLR, mirrorless, camcorder and digital cinema cameras from Canon, Nikon, Sony, Blackmagic and more. ProGrade Digital memory cards expand the creative visions of cinema and photography professionals around the world.

For more information, visit www.progradedigital.com

High resolution product photos and logo available for download: http://bit.ly/ProGradeDigitalPRKit

ProGrade Digital is an authorized licensee of SDXC and CFast 2.0 trademarks. All other brand names are trademarks or registered trademarks of their respective holders.




Contacts

ProGrade Digital, Inc.
Martha Blanchfield, 650-483-8816
Martha@renegade-pr.com




Permalink : http://aetoswire.com/news/prograde-digital-professional-memory-cards-and-readersnbspnow-available-online-at-bamph-photo-and-video/en

Dubai’s Newest ‘Doctors On Call’ Service Provides Hassle-Free Consultations In The Comfort Of Your Home

 Receiving immediate clinical excellence is only a phone call away

Dubai, United Arab Emirates-Thursday, March 29th 2018 [ AETOS Wire ]

‘Doctors On Call’ (DOC) service provides prompt and professional care to anyone in Dubai who seeks home medical consultations and treatment. All you need to do is call for a doctor. This service has trained doctors that examine and treat patients at home, 24/7, every day of the year.

A new team of skilled and qualified doctors, who have experience in home care are specially appointed. Travelling to see a doctor can be challenging; DOC service doctors travel and treat patients directly in their homes or hotels for residents and visitors alike.

This allows patients to recover peacefully in a familiar environment. Anyone can call to see a doctor immediately or to book an appointment. DOC service which was launched recently by Emirates Healthcare company has an array of services - consultation by a General Practitioner, physiotherapy services, nursing on call (short term and long term), laboratory tests and health check-ups, elderly care plan and packages – monthly, quarterly and yearly which include regular doctor visit and nursing services, nutrition and diet consultation.

Sonali Kriti, Manager Operations, ‘Doctor On Call’ service, recalled an incident that took place early January. She said that a mother of 6 month old twins gave them a panic call at 2 in the morning, her husband was down with high fever, cough and body ache. She couldn’t manage driving him to the hospital and called DOC service to help her out. The doctor and nurse reached her residence at Palm Jumeirah in less than 30 minutes. The doctor treated the patient and also collected a few samples for tests to rule out infections. When the doctor called her at eight in the morning to follow up, she was happy to say that her husband had recovered after the medication. “She was extremely thankful for our prompt and efficient service. We have qualified professional doctors and a great paramedic team who treats patients exceptionally. It is a great provision for people looking for in-house medical services,” she added.

A team of specialised doctors at present are operating in Dubai under the DOC service, they are skilled and caring General Practitioners who are experts in family medicine, paediatrics, internal medicine and geriatrics. They are also well versed in acute and chronic condition patient management, female healthcare, child healthcare and can administer oral medications and injections. This service covers everything from routine check-ups to treatments and is in par with the care one will receive at a healthcare facility. The patient or patient party is required to pay the doctor for the service availed, which can be claimed later on. Due to its rising demand, this service will soon be made available at other emirates.

Contacts

SAHARA Communications

Maria F. Tayem, Senior Account Manager, +971501714347, +97143298996
m.tayem@saharapr.com / www.saharagcc.com

Permalink : http://aetoswire.com/news/dubairsquos-newest-lsquodoctors-on-callrsquo-service-provides-hassle-free-consultations-in-the-comfort-of-your-home/en

FedEx Expanding E-Commerce Capabilities with Acquisition of P2P

 A leader in last-mile delivery solutions, P2P expands the FedEx global portfolio



MEMPHIS, Tenn.-Wednesday, March 28th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- FedEx Corp. (NYSE:FDX) announced today that it has acquired P2P Mailing Limited, a leading provider of worldwide e-commerce transportation solutions, for £92 million. P2P’s capabilities complement and expand the FedEx portfolio of offerings important to the rapidly growing global e-commerce marketplace.

P2P provides customers with unique last-mile delivery options, leveraging its relationships with private, postal, retail and clearance providers in over 200 countries. Its industry-leading technology and processes provide plug-and-play options with carrier networks and customer systems.

P2P is headquartered in Laindon, United Kingdom and will operate as a subsidiary of FedEx Cross Border within the FedEx Trade Networks operating company.

“Global e-commerce continues to grow at a rapid pace, and more and more merchants, marketplaces, e-commerce and social platforms are looking for innovative, cost-effective ways to get merchandise from distribution points in one country to customers in another,” said Carl W. Asmus, president and CEO, FedEx Cross Border. “By adding P2P to the FedEx portfolio, we will be able to effectively serve even more elements of the e-commerce market.”

“This acquisition is a further step in achieving the global mission of the FedEx Trade Networks group to provide specialized solutions to customers,” said Richard W. Smith, president and CEO, FedEx Trade Networks, Inc. “We are pleased to welcome the P2P team members into the FedEx family of companies and look forward to combining the talents of both teams to contribute to our continued success.”

About FedEx Corp.

FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. With annual revenues of $64 billion, the company offers integrated business applications through operating companies competing collectively and managed collaboratively, under the respected FedEx brand. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 425,000 team members to remain “absolutely, positively” focused on safety, the highest ethical and professional standards and the needs of their customers and communities. To learn more about how FedEx connects people and possibilities around the world, please visit about.fedex.com.

Contacts

FedEx Corp.
Patrick Fitzgerald, 901-818-7300

Permalink : http://aetoswire.com/news/fedex-expanding-e-commerce-capabilities-with-acquisition-of-p2p/en

Wednesday, March 28, 2018

Westinghouse Plan of Reorganization Confirmed

CRANBERRY TOWNSHIP, Pa.-Wednesday, March 28th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- Westinghouse Electric Company today obtained approval from the U.S. Bankruptcy Court for the Southern District of New York (the Court) of the company’s plan of reorganization (the Plan).

The Court’s approval of the Plan is a significant milestone in the company’s strategic restructuring, which involves its previously announced sale to Brookfield Business Partners L.P. (NYSE:BBU) (TSX:BBU.UN). The sale is expected to close in the third quarter of 2018, subject to customary closing conditions including, among others, regulatory approvals.

The Plan was overwhelmingly supported by Westinghouse’s creditor constituencies.

“Confirmation of our plan of reorganization is one of the final steps in the completion of our strategic restructuring,” said José Emeterio Gutiérrez, Westinghouse president and chief executive officer. “Our customers, employees, suppliers, vendors, and other important constituencies overwhelmingly supported our plan of reorganization. We are on track to fulfill our promise to emerge from this strategic restructuring process as a stronger business partner while retaining our primary focus on safety.”

Weil, Gotshal & Manges LLP is Westinghouse’s legal counsel, AlixPartners LLP is acting as Westinghouse’s Chief Transformation Officer and restructuring advisor, and PJT Partners is the investment banker to Westinghouse.

Contacts
Westinghouse Electric Company
Courtney Boone, +1 724-816-9408
Vice President, Global Communications
Email: booneca@westinghouse.com

Permalink : http://aetoswire.com/news/westinghouse-plan-of-reorganization-confirmed/en


Fluor Awarded Front-End Engineering and Design and Project Management Consultancy Contract for Phosphoric Acid Production Facility in Egypt

IRVING, Texas & CAIRO-Wednesday, March 28th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- Fluor Corporation (NYSE: FLR) announced today that it was awarded the front-end engineering design (FEED) contract by Egypt’s state energy firm Enppi for the offsites and utilities portion of the main plant complex and support services for the Waphco phosphoric acid production plant at Abu Tartour, in the Egyptian province of New Valley. Fluor will book the undisclosed contract value in the first quarter of 2018.

The contract signing ceremony was held earlier this month in Cairo and was presided over by His Excellency Mr. Tarek El Molla, minister of Petroleum and Natural Resources of the Arab Republic of Egypt.

“Fluor appreciates the importance and relevance to Egypt of this major industrial project and will use its experienced resources and subject matter expertise to deliver this complex engineering project to meet our client’s goals,” said Tony Morgan, president of Fluor’s Mining & Metals business. “Our integrated project team is one of the most experienced in the mining and fertilizers industry with the resources, expertise and knowledge to meet the cost, safety and fast-track schedule needs of our client.”

Working with Enppi as an integrated team, Fluor will fast-track the FEED for the plant, which will use resources from the Abu Tartour mine to produce merchant-grade phosphoric acid. The project scope includes all process facilities including a sulfuric acid plant, utilities with a cogeneration system, storage and other required units. Once completed, the facility will produce 500,000 metric tons-per-year of wet process phosphoric acid.

About Fluor Corporation

Fluor Corporation (NYSE: FLR) is a global engineering, procurement, fabrication, construction and maintenance company that designs, builds and maintains capital-efficient facilities for its clients on six continents. For more than a century, Fluor has served its clients by delivering innovative and integrated solutions across the globe. With headquarters in Irving, Texas, Fluor ranks 149 on the Fortune 500 list with revenue of $19.5 billion in 2017 and has more than 56,000 employees worldwide. For more information, please visit www.fluor.com or follow Fluor on social media at Facebook, Twitter, LinkedIn and YouTube.

View source version on businesswire.com: https://www.businesswire.com/news/home/20180327005713/en/


Contacts

Global Media Relations
Brian Mershon, 469-398-7621
or
Brett Turner, 864-281-6976
or
EAME Media Relations
Janet Kearns, +44 1252 292039/+44 7802 373466


Permalink : http://aetoswire.com/news/fluor-awarded-front-end-engineering-and-design-and-project-management-consultancy-contract-for-phosphoric-acid-production-facility-in-egypt/en

Thales Launches Its Offer on All Gemalto Shares

• Publication of the offer document approved by the AFM

• Offer to be discussed at Gemalto shareholders’ meeting on 18 May 2018

• Acceptance period from 28 March to 6 June 2018


PARIS & AMSTERDAM-Wednesday, March 28th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- Regulatory News:

With the publication of the Offer Document today and with reference to the joint press release dated 17 December 2017, Thales (Euronext Paris: HO) and Gemalto (Euronext Amsterdam and Paris: GTO) announced today that Thales is launching its recommended all-cash offer (the "Offer") to all holders of issued and outstanding shares in the capital of Gemalto for EUR 51.00 per share, cum dividend.

Patrice Caine, Thales’s Chairman and Chief Executive Officer, commented: “The publication of the Offer Document is the first major step of the proposed acquisition of Gemalto, to create a world leader in digital security.”

Philippe Vallée, Gemalto’s Chief Executive Officer, added: “Thales’s and Gemalto’s teams are working together to obtain the required authorizations for the success of the operation.”

Alex Mandl, Chairman of Gemalto’s Board of Directors, stated: “After full and careful review with its financial and legal advisors of the various options available to the company, the Gemalto Board of Directors unanimously recommends Gemalto’s shareholders tender their shares into the Offer. I am counting on the support of all the company’s shareholders for the upcoming general meeting.”

Transaction highlights

    Recommended all-cash offer for all the issued and outstanding ordinary shares in the capital of Gemalto (each, an “Ordinary Share”), including Ordinary Shares represented by American Depositary Shares (each, an “ADS”), with every two ADSs representing one Ordinary Share (Ordinary Shares and ADSs are collectively referred to in this press release as the “Shares” and each, a “Share”), at an offer price of EUR 51.00 (cum dividend) per Ordinary Share (the "Offer Price") and EUR 25.50 per ADS.
    The Gemalto’s Board of Directors fully supports the Offer and unanimously recommends shareholders tender their Shares. All members of the Gemalto Board who have Shares have irrevocably committed to tender all of their Shares into the Offer.
    Thales and Gemalto have agreed on certain non-financial terms, including:
        Thales to combine its digital assets with Gemalto, creating a world leader in digital security;
        increased R&D expenses which remain at the heart of the digital security businesses of Thales and Gemalto;
        existing rights of Gemalto employees will be respected;
        Gemalto’s brand will be maintained.

    The acceptance period (the “Acceptance Period”) will commence on 28 March 2018 at 9:00 hours CET (3:00 am New York time), and will end on 6 June 2018 at 17:40 hours CET (11:40 am New York time). Thales plans to extend this period until customary conditions for a transaction of this kind are met, in particular obtaining the required regulatory clearances. The payment of the Offer Price to the shareholders who tendered their Shares into the Offer is expected in the course of the second half of 2018, provided that the Offer is declared unconditional.
    In parallel, Gemalto shareholders will be invited to attend the shareholders’ meeting on 18 May 2018.
    The consummation of the Offer is subject to the satisfaction or waiver of conditions that are customary for transactions of this kind, including:
        a minimum acceptance level of at least 67% of Gemalto shares;
        having obtained the required regulatory clearances;
        no material adverse effect having occurred and continuing;
        no material breach of the merger agreement having occurred; and
        no Superior Offer having been made or agreed upon.

    Gemalto has made available on its website the Position Statement (as defined below) providing further information to shareholders, including the recommendation on the Offer and the agenda for Gemalto’s annual general meeting.
    Thales and Gemalto have also made available on their websites a French summary of the Offer Document including in particular the description of the tendering procedures applicable to French shareholders and the material French tax aspects of the Offer.

Creation of a global digital security leader

By combining their businesses, Gemalto and Thales have the intention to create a leading global player in digital security.

Acceleration of Thales’s digital strategy

Over the past three years, Thales has significantly increased its focus on digital technologies, investing over EUR 1 billion in connectivity, cybersecurity, data analytics and artificial intelligence, in particular with the acquisition of Sysgo, Vormetric and Guavus. The integration of Gemalto strongly accelerates this strategy, reinforcing Thales’s digital offering, across its five vertical markets (aeronautics, space, ground transportation, defence and security).

Unique and innovative technology portfolio in IoT, mobile and cloud worlds

Combined with Gemalto’s unique leading digital security portfolio, Thales will be ideally positioned to offer end-to-end solutions to secure the full critical digital decision chains, from data creation in sensors to real-time decision making. This unrivalled and innovative technology portfolio will put Thales in a highly differentiated position to provide enterprises and government agencies with a seamless response to the data security challenges that lie at the heart of their digital transformation.

Creation of a global leader in digital security and cybersecurity

By acquiring Gemalto, Thales adds around EUR 3 billion of revenue to its digital business sales and acquires a set of technologies and competencies that have applications across Thales’s five vertical markets. The combination creates a powerhouse with a solution portfolio including security software, expertise in biometrics and multifactor authentication, and the issuance of secure digital and physical credentials. These technologies, which combine diverse and constantly evolving use cases, are expected to yield significant commercial opportunities and revenue synergies in the years ahead.

Capacity to address all customer digital security needs

Thales will combine its digital businesses with Gemalto, which will continue to operate under its own brand as one of the seven Thales global business units. Both Thales and Gemalto management teams share a common industrial vision and endorse the growth project of this newly created digital security global business. The Gemalto CEO, Mr. Philippe Vallée, will lead this newly created “Digital Security” global business unit.

R&D: the common DNA of Thales’s and Gemalto’s digital businesses

Gemalto and Thales are technology-driven companies with world-class R&D capabilities. R&D is at the core of Thales’s and Gemalto’s digital security businesses, and will remain so. The future entity can access five Thales R&D centers worldwide and its portfolio of 16,500 patents. In 2017, Thales increased its R&D investments by 9% and will continue its efforts in 2018, with growth of 10%, faster than sales. The combination will result in a combined group of more than 28,000 engineers and 3,000 researchers, which will invest more than EUR 1 billion annually in self-funded R&D.

Offer fully supported and unanimously recommended by the Board of Directors of Gemalto

The merger agreement regarding the combination of Thales and Gemalto was entered into at the time when a unilateral unsolicited offer for Gemalto’s shares was announced by Atos. The Board of Directors of Gemalto considered that Atos’s unsolicited and conditional offer was not compelling when compared with Gemalto’s standalone strategy. Thales’s subsequent approach to Gemalto set into motion constructive discussions on the terms of a combination and the strategic rationale thereof.

Throughout the process, Gemalto has discussed on a frequent basis the progress of the discussions and negotiations with Thales and the key decisions in connection therewith. The Board of Directors of Gemalto, with the support of its financial and legal advisors, has given careful consideration to all aspects of the Offer, including the strategic, financial, operational and social points of view.

Each of Deutsche Bank AG, Paris Branch and J.P. Morgan Securities plc delivered a fairness opinion to the Board of Directors of Gemalto dated 16 December 2017 indicating that - as of such date and based upon and subject to the factors, qualifications and assumptions set forth in the fairness opinions - the Offer Price to be paid to the shareholders pursuant to the Offer was fair from a financial point of view to the shareholders.

In the merger agreement, Thales and Gemalto agreed on the undertakings that the Board of Directors of Gemalto had identified as relevant for its support of the proposal put forth by Thales. The merger agreement signed between Thales and Gemalto thus provides for (i) a strategic direction that is in the best interest of Gemalto and promotes the sustainable success of its business, (ii) adequate protection for all stakeholders, (iii) deal-certainty and (iv) a fair price.

Consistent with its fiduciary duties the Board of Directors, following a careful review of alternatives and of the different stakeholders’ interests with the support of its advisors, unanimously concluded that the Offer is in the best interests of Gemalto, the sustainable success of its business, and its stakeholders, in particular its clients, employees and shareholders.

The Gemalto’s Board of Directors unanimously decided to fully support the Offer, to recommend Gemalto’s shareholders tender their Shares into the Offer and to vote in favour of the Gemalto resolutions to be taken at Gemalto’s annual general meeting.

Gemalto Annual General Meeting on 18 May 2018

Gemalto has convened its annual general meeting. This shareholders meeting will be combined with the shareholders’ meeting to discuss the Offer, which is required under the Dutch offer rules, and shall be held at 10:00 hours CET on 18 May 2018 at the hotel Hilton Amsterdam Airport Schiphol, Schiphol Boulevard 701, 1118 BN Schiphol, The Netherlands. Separate convocation materials are available on Gemalto’s website (www.gemalto.com).

A position statement of Gemalto’s Board of Directors including the information that is required pursuant to Section 18 paragraph 2 of the Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft) (the "Position Statement") is available on Gemalto’s website (www.gemalto.com).

****

This is a joint press release by Thales and Gemalto pursuant to Section 4, paragraphs 1 and 3, Section 10 paragraph 1 sub c and 3 and Section 18, paragraph 3 of the Dutch decree on public takeover bids (Besluit openbare biedingen Wft) and Article 17 of the Market Abuse Regulation in connection with the recommended all-cash offer by Thales for all the issued and outstanding shares in the capital of Gemalto, including all American depositary shares. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Gemalto. Any offer will be made only by means of the Offer Document, which is available as of today.

About Thales

The people we all rely on to make the world go round – they rely on Thales. Our customers come to us with big ambitions: to make life better, to keep us safer. Combining a unique diversity of expertise, talents and cultures, our architects design and deliver extraordinary high technology solutions. Solutions that make tomorrow possible, today. From the bottom of the oceans to the depth of space and cyberspace, we help our customers think smarter and act faster - mastering ever greater complexity and every decisive moment along the way. With 65,000 employees in 56 countries, Thales reported sales of €15.8 billion in 2017.

www.thalesgroup.com

About Gemalto

Gemalto is the global leader in digital security, with 2017 annual revenues of €3 billion and customers in over 180 countries. We bring trust to an increasingly connected world.

From secure software to biometrics and encryption, our technologies and services enable businesses and governments to authenticate identities and protect data so they stay safe and enable services in personal devices, connected objects, the cloud and in between.

Gemalto’s solutions are at the heart of modern life, from payment to enterprise security and the internet of things. We authenticate people, transactions and objects, encrypt data and create value for software – enabling our clients to deliver secure digital services for billions of individuals and things.

Our 15,000 employees operate out of 112 offices, 43 personalization and data centers, and 30 research and software development centers located in 48 countries.

www.gemalto.com

Annex - further details on the Offer

The Offer

Thales announces that it is making the Offer on the terms and subject to the conditions and restrictions contained in the offer document that is published today (the “Offer Document”). Terms not defined in this annex have the meaning ascribed to them in the Offer Document.

Shareholders that have tendered their Shares pursuant to the Offer and not validly withdrawn such tender will be paid, subject to the Offer being declared unconditional, in consideration of each Share validly tendered (or defectively tendered, provided that such defect has been waived by Thales) for acceptance and transferred, a cash amount of EUR 51.00 cum dividend per Ordinary Share (the “Offer Price”), and for each ADS 50% of the Offer Price, or EUR 25.50 (the “ADS Offer Price”), paid in cash in an equivalent amount of U.S dollars, with the U.S. dollar equivalent being calculated by Thales using the spot market exchange rate for the U.S. dollar against the euro published on Bloomberg at 12:00 p.m., New York time on the day immediately prior to the date on which funds are received by American Stock Transfer & Trust Co., LLC, in its capacity as ADS Tender Agent, to pay the ADS Offer Price following the Offer being declared unconditional.

The Offer Price represents a premium of 57% over Gemalto’s unaffected closing share price as of 8 December 2017 and values Gemalto at approximately EUR 4.8 billion.

Thales confirmed in the joint press release of 17 December 2017 that Thales will be able to finance the Offer through its available cash resources and through new debt arrangements. Reference is made to Section 6.5 (Financing of the Offer) of the Offer Document for further details.

Regulatory clearances

Thales and Gemalto are in the process of making all necessary filings to obtain the required clearances from the competent antitrust authorities in Australia, the European Union, China, Israel, Mexico, New Zealand, Russia, South Africa, Turkey, and the United States. In addition to approval from the Committee on Foreign Investments in the United States, Thales and Gemalto will seek similar regulatory clearances from the competent authorities in Australia, Canada and Russia.

Thales and Gemalto expect to have obtained all regulatory clearances in the course of the second half of 2018. Thales will timely request an exemption from the AFM and subject to receipt of such exemption extend the Acceptance Period until such time as Thales, in consultation with Gemalto, reasonably believes is necessary to obtain the required regulatory clearances.

Governance

After the successful completion of the Offer, and assuming a successful passing of the relevant resolutions at Gemalto’s annual general meeting, the Board of Directors of Gemalto will be composed of three non-executive directors selected by Thales, being Mr. Pascal Bouchiat, Mr. Pierre-Eric Pommellet and Mrs. Isabelle Simon, and two non-executive directors as “Independent Members”, being Mr. Philippe Alfroid who is currently a member of the Board of Directors of Gemalto, and Mrs. Marie-Hélène Sartorius. In addition, Mr. Philippe Vallée shall maintain his position as executive director and Chief Executive Officer of Gemalto (and will become head of the “Digital Security” global business unit (“DIS GBU”)).

The Independent Members are considered independent members within the definition of the Dutch Corporate Governance Code, and they are not representatives of Thales. The Independent Members (or their successors) will continue to serve on the Board of Directors of Gemalto for the duration of the Non-Financial Covenants Duration further detailed in Section 6.20.10 (Duration) of the Offer Document.

Non-Financial Covenants

Thales has agreed to certain non-financial covenants with regard to, inter alia, strategy, R&D, employees, location and brand. The non-financial covenants are set out in detail in Section 6.20 (Non-Financial Covenants) of the Offer Document and will apply for at least two years following the Settlement Date, except as otherwise provided. Any material deviation from the non-financial covenants requires the prior written approval of the non-executive directors of the Board of Directors of Gemalto, with the two Independent Members having a veto right. Certain non-financial covenants are highlighted below.

Thales shall create the DIS GBU by contributing its world class digital-security business to Gemalto. The DIS GBU will be one of the world leaders in the digital security industry. The headquarters of the DIS GBU will be located in the Paris region.

R&D is at the core of Thales’s and Gemalto’s digital-security businesses and will remain so. R&D expenditures in the coming years will be in excess of the current combined R&D expenditures of Thales and Gemalto. The current Gemalto R&D activity will remain within the DIS GBU.

To facilitate the integration of the Gemalto Group within Thales, an Integration Committee will be established as of the Settlement Date and composed of representatives of both Thales and Gemalto. The Integration Committee will determine an integration plan, monitor its implementation and do all things necessary to assist and facilitate the integration

Irrevocable undertakings by members of the Board of Directors of Gemalto

As described in more detail in Section 6.8 (Irrevocable undertakings of Gemalto shareholders) of the Offer Document, each of Mr. Mandl, Mr. Vallée, Ms. Akbari and Mr. Piou has irrevocably undertaken to tender his/her Shares and/or ADSs into the Offer, under the same terms and conditions as the other Shareholders, and to vote in favor of the Gemalto Resolutions at Gemalto’s annual general meeting, in each case subject to the conditions that the Board of Directors of Gemalto continues to support and recommend the Offer and that the Merger Agreement has not been terminated in accordance with its terms.

None of Mr. Mandl, Mr. Vallée, Ms. Akbari or Mr. Piou received any information from Thales or Gemalto relevant for a Shareholder in connection with the Offer that is not included in the Offer Document.

Acceptance Period

The Acceptance Period will begin at 9:00 hours CET (3:00 am, New York time), on 28 March 2018 and, unless extended in accordance with Section 5.4 (The Acceptance Period and extension of the Acceptance Period) of the Offer Document, will end at 17:40 hours CET (11:40 am, New York time), on 6 June 2018. Acceptance under the Offer must be made in the manner specified in the Offer Document. Thales has agreed that it will accept book-entry tenders of ADSs (including pursuant to the guaranteed delivery procedures set forth in Section 5.3.4 (Acceptance by holders of ADSs) of the Offer Document) until 5:00 pm, New York time, on the Acceptance Closing Date.

Any Shares tendered on or prior to the Acceptance Closing Time may be withdrawn at or prior to the Withdrawal Deadline but may not be withdrawn thereafter, subject to the rights of withdrawal set forth in Section 5.3.7 (Withdrawal Rights) of the Offer Document, in particular the right of withdrawal of any tender during an extension of the Acceptance Period in accordance with the provisions of article 15, paragraph 3 of the Decree.

Extension of the Acceptance Period

Thales reserves the right to extend the Offer past the Acceptance Closing Date. If the Offer is extended past the Acceptance Closing Date, Thales will make an announcement to that effect in accordance with the Decree. The provisions of article 15, paragraph 2 of the Decree, require that such an announcement be made within three business days following the Acceptance Closing Date. As described in further detail in Section 5.4 ( The Acceptance Period and extension of the Acceptance Period) of the Offer Document, Thales will timely request an exemption from the AFM to further extend the Acceptance Period until such time as Thales, in consultation with Gemalto, reasonably believes is necessary to cause the offer condition relating to the required regulatory clearances to be satisfied.

Unless the Acceptance Period is extended, Thales will, in accordance with article 16 paragraph 1 of the Decree, announce whether the Offer is declared unconditional within three business days following the Acceptance Closing Date. See Section 5.5 (Declaring the Offer unconditional) of the Offer Document for further details.

Declaring the Offer unconditional

The Offer is subject to the satisfaction or waiver (either in whole or in part and at any time) of the Offer Conditions set out in Section 6.6.1 (Offer Conditions) of the Offer Document. Thales reserves the right to (either in whole or in part at any time) waive certain Offer Conditions under the conditions set out in Section 6.6 (Offer conditions, waiver and satisfaction) of the Offer Document. If Thales (either in whole or in part at any time) waives one or more Offer Conditions, Thales will inform the Shareholders.

No later than on the third business day following the acceptance closing date, Thales will determine whether the Offer Conditions have been satisfied or waived. On that date Thales will announce, in accordance with article 16, paragraph 1 of the Decree, whether the Offer (i) has been declared unconditional, (ii) will be extended in accordance with article 15 of the Decree, or (iii) is terminated as a result of the Offer Conditions not having been satisfied or waived.

Post-Closing Acceptance Period

If and when the Offer is declared unconditional, Thales will publicly announce, in accordance with Article 17 of the Decree, a Post-Closing Acceptance Period to enable Shareholders that did not tender their Shares during the Acceptance Period to tender their Shares during such Post-Closing Acceptance Period under the same terms and conditions applicable to the Offer.

Settlement

In the event that Thales declares that the Offer is unconditional, Thales will accept transfer of all tendered Shares under the terms of the Offer and at the latest on the Settlement Date, transfer the Offer Price in respect of each tendered Ordinary Share and the ADS Offer Price in respect of each transferred tendered ADS, respectively. The Settlement Date shall be no later than five business days after the Offer having been declared unconditional.

Liquidity and delisting

The purchase of Shares by Thales pursuant to the Offer will reduce the number of Shareholders, as well as the number of Shares that might otherwise be traded publicly.

Should the Offer be declared unconditional, Thales and Gemalto intend to procure the delisting of the Shares on Euronext Amsterdam and Euronext Paris as soon as possible. This may further adversely affect the liquidity and market value of any Shares not tendered.

In addition, Thales may initiate any of the procedures set out in Section 6.12 (Intentions following the Offer being declared unconditional) and Section 6.15 (Possible post-Settlement Restructuring and future legal structure) of the Offer Document.

Squeeze-out Procedure

If, following the Settlement Date or the settlement of the Shares tendered during the Post-Closing Acceptance Period, Thales and its affiliates hold at least 95% of the issued share capital of Gemalto, Thales intends to commence a compulsory acquisition procedure in accordance with article 2:92a or 2:201a of the DCC or the takeover buy-out procedure in accordance with article 2:359c of the DCC to buy out the Shareholders that have not tendered their Shares into the Offer.

Post-Settlement restructuring measures

Shareholders who intend not to tender their Shares into the Offer should carefully review Section 6.11 (Implications of the Offer being declared unconditional) up to and including Section 6.15 (Possible post-Settlement Restructuring and future legal structure) of the Offer Document which describe certain implications to which such Shareholders will be subject if the Offer is declared unconditional and settled. These risks are in addition to the exposure of such Shareholders to the risks inherent to the business of Gemalto, as such business and the structure of Gemalto may change from time to time after the Settlement Date.

If the Offer is declared unconditional, Thales may effect or cause to effect any restructuring of the Gemalto Group for the purpose of acquiring 100% of the Shares, delisting Gemalto, and fully integrating the respective businesses of Thales and Gemalto and realise the operational, commercial, organisational, financial and tax benefits of the combination in accordance with the merger rules and the applicable laws, even though some of which may have the (side) effect of diluting the interest of any remaining minority Shareholders.

Announcements

Any further announcements in relation to the Offer will be issued by press release. Any joint press release issued by Thales and Gemalto will be made available on the websites of Thales (www.thalesgroup.com/en/investors) and Gemalto (www.gemalto.com/investors).

Offer Document, Position Statement and further information

The Offer will be made on the terms and subject to the conditions and restrictions contained in the Offer Document, dated 27 March 2018, which is available as of today. In addition, as of today, Thales and Gemalto have made available a French summary of the Offer Document and Gemalto has made available the Position Statement, containing the information required by Article 18, paragraph 2 and Annex G of the Decree in connection with the Offer.

This announcement contains selected, condensed information regarding the Offer and does not replace the Offer Document and/or the Position Statement. The information in this announcement is not complete and additional information is contained in the Offer Document and the Position Statement.

Shareholders are advised to review the Offer Document and the Position Statement in detail and to seek independent advice where appropriate in order to reach a reasoned judgment in respect of the Offer and the content of the Offer Document and the Position Statement. In addition, shareholders may wish to consult with their tax advisors regarding the tax consequences of tendering their Shares into the Offer.

Digital copies of the Offer Document and its French summary are available on the website of Thales at www.thales.com and the website of Gemalto at www.gemalto.com. Such websites do not constitute a part of, and are not included or referred to in, the Offer Document. Copies of the Offer Document are also available free of charge from the Settlement Agent for Ordinary Shares, ADS Tender Agent, the Information Agent for Ordinary Shares and the U.S. Information Agent for ADSs at the addresses mentioned below.

The Settlement Agent for Ordinary Shares:
ING BANK N.V.
Address: Bijlmerplein 888, 1102 MG Amsterdam, The Netherlands
Telephone: +31 20 56 36 619
E-mail: iss.pas@ing.nl

The ADS Tender Agent:
AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC
Address: 6201 15th Avenue, Brooklyn, New York, 11219, United States
Telephone: +1 (877) 248 6417
E-mail: dapisa@astfinancial.com

The Information Agent for Ordinary Shares:
IPREO
Address: 10, rue du Colisée, 75008 Paris, France
Telephone: +33 (0)1 79 73 12 12
E-mail: Thales-Gemalto@ipreo.com

The U.S. Information Agent for ADSs:
D.F. KING & CO., INC
Address: 48 Wall Street, 22nd Floor, New York, New York, 10005, United States
Telephone: +1 (877) 536 1556
Email: GTO@dfking.com

Transaction advisors

In connection with the transaction, Thales's financial advisors are Lazard, Messier Maris & Associés and Société Générale and its legal counsel are Cleary Gottlieb Steen & Hamilton LLP and NautaDutilh N.V.

Gemalto’s financial advisors are Deutsche Bank and J.P. Morgan and its legal counsel are Allen & Overy LLP and Darrois Villey Maillot Brochier.

Notice to U.S. holders of Gemalto Shares

The Offer will be made for the securities of Gemalto, a public limited liability company incorporated under Dutch Law, and is subject to Dutch disclosure and procedural requirements, which are different from those of the United States of America. The Offer will be made in the United States of America in compliance with Section 14(e) of the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), and the applicable rules and regulations promulgated thereunder, including Regulation 14E (subject to any exemptions or relief therefrom, if applicable) and otherwise in accordance with the requirements of Dutch law. Accordingly, the Offer will be subject to disclosure and other procedural requirements, including with respect to the Offer timetable, settlement procedures, withdrawal, waiver of conditions and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

The receipt of cash pursuant to the Offer by a U.S. holder of Gemalto Shares may be a taxable transaction for U.S. federal income tax purposes and under applicable state and local, as well as foreign and other tax laws. Each holder of Gemalto shares is urged to consult his independent professional advisor immediately regarding the tax consequences of accepting the Offer.

To the extent permissible under applicable laws and regulations, including Rule 14e-5 under the U.S. Exchange Act, and in accordance with normal Dutch practice, Thales and its affiliates or its broker and its broker’s affiliates (acting as agents or on behalf of Thales or its affiliates, as applicable) may from time to time after the date of the joint press release by Thales and Gemalto dated 17 December 2017, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase Shares or any securities that are convertible into, exchangeable for or exercisable for such Shares. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. In no event will any such purchases be made for a price per Share that is greater than the Offer Price. To the extent information about such purchases or arrangements to purchase is made public in The Netherlands, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Gemalto of such information. No purchases will be made outside of the Offer in the United States of America by or on behalf of the Thales or its affiliates. In addition, the financial advisors to Thales may also engage in ordinary course trading activities in securities of Gemalto, which may include purchases or arrangements to purchase such securities. To the extent required in The Netherlands, any information about such purchases will be announced by press release in accordance with Section 5 paragraph 4 or Section 13 of the Dutch decree on public takeover bids (Besluit openbare biedingen Wft) and posted on the website of Thales at www.thalesgroup.com.

Restrictions

The distribution of this press release may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, Thales and Gemalto disclaim any responsibility or liability for the violation of any such restrictions by any person. Any failure to comply with these restrictions may constitute a violation of the securities laws of that jurisdiction. Neither Thales, nor Gemalto, nor any of their advisors assumes any responsibility for any violation by any of these restrictions. Any Gemalto shareholder who is in any doubt as to his position should consult an appropriate professional advisor without delay.

Forward Looking Statements

This press release may include '"forward-looking statements" and language indicating trends, such as the words "anticipate", "expect", “approximate”, “believe”, “could”, “should”, “will”, “intend”, “may”, “potential” and other similar expressions. These forward-looking statements are only based upon currently available information and speak only as of the date of this press release. Such forward-looking statements are based upon management’s current expectations and are subject to a significant business, economic and competitive risks, uncertainties and contingencies, many of which are unknown and many of which Thales and Gemalto are unable to predict or control. Such factors may cause Thales and/or Gemalto’s actual results, performance or plans with respect to the transaction between Thales and Gemalto to differ materially from any future results, performance or plans expressed or implied by such forward-looking statements. Neither Thales nor Gemalto, nor any of their advisors accepts any responsibility for any financial information contained in this press release relating to the business or operations or results or financial condition of the other or their respective groups. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.




Contacts

Thales
Media Relations
Cédric Leurquin, +33 1 57 77 86 26
cedric.leurquin@thalesgroup.com
or
Investor Relations
Bertrand Delcaire, +33 1 57 77 89 02
ir@thalesgroup.com
or
Gemalto
Media Relations
Isabelle Marand, +33 6 1489 1817
isabelle.marand@gemalto.com
or
Media Relations Agency
Frans van der Grint, +31 629044053
Frans.vanderGrint@hkstrategies.com
or
Arien Stuijt, +31 621531233
arien.stuijt@hkstrategies.com
or
Investor Relations
Jean-Claude Deturche, +33 6 2399 2141
jean-claude.deturche@gemalto.com
or
Sébastien Liagre, +33 6 1751 4467
sebastien.liagre@gemalto.com




Permalink : http://aetoswire.com/news/thales-launches-its-offer-on-all-gemalto-shares/en

Tuesday, March 27, 2018

LINDA DOR Hospitality Group in Ghana to Benefit from Lower Electricity Cost and Higher Reliability Thanks to REDAVIA Solar



MUNICH & ACCRA, Ghana-Tuesday, March 27th 2018 [ AETOS Wire ]

(BUSINESS WIRE) -- LINDA DOR Hospitality Group, operating rest stops, restaurants and lodges in the Eastern Region of Ghana, chose REDAVIA, a global market leader of cost-effective, reliable rental solar power for businesses and communities, to implement its first solar farm for its group of companies.

LINDA DOR is on the verge of uncovering the power of solar energy whereby the REDAVIA solar farm seamlessly complements electricity from the national grid, improving reliability and lowering cost.

The benefits for LINDA DOR are compelling - firstly, cost savings of 50% per kWh of solar, leading to monthly savings on overall electricity costs of over 10% that will positively impact its financial bottom line. Secondly, the reliability of energy provision is crucial for LINDA DOR whose services and success depend on happy, returning customers.

“As a self-made businesswoman, I believe in the power of relationships, a successful business model and in doing the right thing for our customers,” said Doris Belinda Arkorful, Founder and Managing Director of LINDA DOR. “REDAVIA is a supplier we trust, and they are allowing us to save money that I can reinvest to grow my business.”

“We were impressed with LINDA DOR’s focus on customer satisfaction and putting customer services first,” stated Erwin Spolders, CEO & Founder of REDAVIA. “It was clear in an instant that we could help them with this goal as solar power improves their cost base and reliability, not to mention its significant environmental impact.”

About LINDA DOR

LINDA DOR was established in 1976 in Koforidua in Eastern Ghana. It started off with a restaurant and rest stop, being the first of its kind ever in the region. A well-known, successful and award-winning brand in Ghana, LINDA DOR now operates a series of restaurants, hotels and highway rest stops. www.lindador.com

About REDAVIA

REDAVIA offers rental solar power for businesses and communities. The REDAVIA system is based on a pre-configured container model, including high-performance solar modules and electrical components. It is easy to ship, set up, scale and redeploy. Businesses and communities benefit from a cost-effective, reliable, clean energy solution with minimal upfront investment or technical skills. www.redaviasolar.com

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180327005067/en/

Contacts

REDAVIA
Angelika Kempf
+49 89 2426 8869
a.kempf@redaviasolar.com

Permalink : http://aetoswire.com/news/linda-dor-hospitality-group-in-ghana-to-benefit-from-lower-electricity-cost-and-higher-reliability-thanks-to-redavia-solar/en

Mitsui Chemicals to Launch MILASTOMER™ Production in North America


TOKYO-Tuesday, March 27th 2018 [ AETOS Wire ]
(BUSINESS WIRE) -- Mitsui Chemicals, Inc. (TOKYO:4183)(President &amp; CEO: Tsutomu Tannowa) has decided to set up a new production facility for MILASTOMER™ thermoplastic olefin elastomer at the Ohio-plant of its U.S. subsidiary Advanced Composites, Inc. (President: Keiji Shite).
Overview of New Production Facility
  1. Product
MILASTOMER™
  1. Location
 Advanced Composites, Inc., Ohio plant
  1. Capacity
 1 production line; 6,000 tons/year
  1. Schedule (tentative)
Construction begins January 2019. Completion in June. Operations commence in October.

The primary ingredients of MILASTOMER™ thermoplastic olefin elastomer are olefin rubber and olefin resin. With its low density, light weight and excellent moldability, Mitsui Chemicals markets the soft resin worldwide as a substitute for vinyl chloride and vulcanized rubber. The many uses for MILASTOMER™ include auto parts, building gaskets, toothbrushes, golf club grips and more. Global demand is projected to rise, primarily for applications such as automotive interior covers, weather strips, air bag covers and steering bellows. Demand for use in automotive interior covers is expected to expand especially in North America.
Mitsui Chemicals currently owns production centers in Japan, Europe and China. The new facility in the U.S. will address growing demand in North America and serve as the company's fourth production base worldwide. Mitsui Chemicals America, Inc. will sell MILASTOMER™ in North America, while Advanced Composites, Inc. will handle production.
As Mitsui Chemicals is working to further strengthen its MILASTOMER™ business, the company will provide a safe and steady supply by correctly gauging global growth in demand so as to continue expanding business.
Overview of Advanced Composites, Inc.
  1. Established
June 1986
  1. Capital and Stakes
US$14,100,000
Mitsui Chemicals America, Inc. (wholly owned by Mitsui Chemicals): 59.8%
Prime Polymer Co. Ltd.: 3.0%
Mitsui &amp; Co. Ltd. (incl. Mitsui Plastics, Inc.): 27.0%
Marubeni America Corporation: 10.2%

  1. President
Keiji Shite
  1. Head Office and Plants
Head Office: Ohio
Plants: Ohio, Tennessee
  1. Business
Production, sale and research of polypropylene compounds
Contracted production of MILASTOMER™ (to be added October 2019)
This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180326006195/en/

Contacts
Mitsui Chemicals, Inc.
Takashi Kawamoto, +81-3-6253-2100
Corporate Communications Division
takashi.kawamoto@mitsuichemicals.com

Permalink : http://aetoswire.com/news/mitsui-chemicals-to-launch-milastomertrade-production-in-north-america/en