Continental Focus, International Reach

Approval of Merger Agreement of Siemens and Dresser-Rand

Friday, November 21, 2014

Release

HOUSTON– Dresser-Rand Group Inc., a global supplier of rotating equipment and aftermarket parts and services, announced today that, at a special meeting of stockholders held earlier today, its stockholders approved the adoption of the merger agreement with Siemens Energy, Inc. (“Siemens”), pursuant to which Dresser-Rand will be acquired by Siemens.

At the special meeting of stockholders, 98.9% of the votes cast were voted in favor of the adoption of the merger agreement.  Shares representing 73.5% of Dresser-Rand’s total outstanding shares of common stock as of the October 22, 2014 record date were represented in person or by proxy at the meeting.  Dresser-Rand’s stockholders also approved, on an advisory, non-binding basis, compensation that may become payable to named executive officers as a result of the merger.

At the effective time of the merger, Dresser-Rand stockholders will receive, for each share of common stock they own, cash in the amount of (i) $83.00, plus (ii) if the closing of the merger occurs on or after March 1, 2015, $0.55 per month beginning March 2015 to and including the month in which the closing occurs.


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