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June 6, 2014
12:33 EDTNDZNordion shareholders approve arrangement with Sterigenics
Nordion announced that its shareholders have approved the special resolution authorizing the previously announced plan of arrangement providing for the acquisition by Sterigenics of all Nordionís outstanding shares for cash consideration of US$13.00 per share. The Arrangement resolution required the approval of 66 2/3% of the votes cast by Shareholders present in person or represented by proxy at the Annual and Special Meeting of Shareholders. As a result of the postponement of the Meeting to June 6, the hearing on the final order in respect of the Arrangement before the Ontario Superior Court of Justice will now be held on June 11 at 9:30 a.m., 330 University Avenue, Toronto, Ontario. The transaction remains subject to certain closing conditions, including receipt of court approval, all regulatory approvals, such as under competition/antitrust laws and the Investment Canada Act, and the coming into force of certain amendments to the Nordion and Theratronics Divestiture Authorization Act, as more fully described in the Management Information Circular dated April 22. In addition, the transaction is effectively conditional upon Nordion having at closing US$300M of available cash on hand to complete the steps of the transaction. As of the date hereof, Nordion has approximately US$344M of cash and cash equivalents. The transaction is not subject to any financing condition and is expected to close in the second half of calendar 2014.
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