Glass Lewis Recommends Arrow Shareholders Vote on the White Proxy Card for Merger With Teleflex and for Current Board of Directo
11 September 2007 - 1:45AM
PR Newswire (US)
Says Current Board is 'Best Suited' to Conclude Merger and Manage
Company READING, Pa., Sept. 10 /PRNewswire-FirstCall/ -- Arrow
International, Inc. (NASDAQ:ARRO), a leading global provider of
catheter-based access and therapeutic products for critical and
cardiac care, reported that Glass, Lewis & Co., a leading proxy
advisory firm, is advising its clients to approve Arrow's planned
$45.50 merger with Teleflex Incorporated (NYSE:TFX) and vote on the
WHITE proxy card to adopt the merger agreement and in favor of all
of Arrow's director nominees at Arrow's upcoming Annual Meeting on
September 20, 2007. Shareholders of record on August 7, 2007 are
entitled to vote in person or by proxy at the Meeting. In its
recommendation dated September 7, 2007, Glass, Lewis stated, "We
make this recommendation knowing that the current directors have
shown great resolve to act in shareholder's interests during a
period of executive and director turnover. In our opinion, we
believe that the incumbent directors are best suited to manage the
agreement to closure or to oversee the business in the case that
the agreement is not approved by shareholders."* R. James Macaleer,
Chairman of the Board of Arrow International, Inc. said, "We are
pleased that Glass, Lewis has advised its clients who are Arrow
shareholders to vote for the $45.50 per share Teleflex merger and
to support the election of the current Arrow Board. We encourage
all shareholders to sign and return their WHITE proxy card today
and to ignore the blue proxy cards from the McNeil Trust." Arrow
also announced the expiration of the waiting period required under
the Hart-Scott-Rodino Antitrust Improvements Act in connection with
the definitive agreement under which Teleflex will acquire Arrow in
an all cash transaction valued at approximately $2 billion. There
are no additional regulatory requirements that are conditions to
consummating the transaction. With this regulatory matter
satisfied, the companies now expect the transaction to close
shortly following the receipt of approval of a majority of the
votes cast by all Arrow shareholders who are entitled to vote and
who are present in person or by proxy at the Arrow Annual Meeting
on September 20, 2007. * Permission to use quotation from Glass,
Lewis was neither sought or obtained. About Arrow: Arrow develops,
manufactures and markets a broad range of clinically advanced,
disposable catheters and related products for critical and cardiac
care. The company's products are used primarily by
anesthesiologists, critical care specialists, surgeons, emergency
and trauma physicians, cardiologists, interventional radiologists
and other healthcare providers. Arrow's news releases and other
company information can be found on the World Wide Web at
http://www.arrowintl.com/. Arrow's common stock trades on the
NASDAQ Global Select Market SM under the symbol ARRO. Caution
Concerning Forward-looking information: This press release contains
forward-looking statements, including the anticipated timing for
closing of the transaction. A further description of these risks
and uncertainties and other important factors that could cause
actual results to differ materially from Arrow's expectations can
be found Arrow's Annual Report on Form 10-K, as amended and in
Arrow's other filings with the SEC. The expectations and
assumptions reflected in such forward looking statements may prove
incorrect. Arrow does not undertake to publicly update or revise
its forward-looking statements as a result of new information,
future events, or otherwise. Additional Information In connection
with the proposed acquisition of Arrow by Teleflex Incorporated and
Arrow's 2007 Annual Meeting of Shareholders, Arrow filed a
definitive proxy statement with the SEC, on August 24, 2007 and
will be filing other documents with the SEC. Prior to the Annual
Meeting, Arrow will furnish the definitive proxy statement to its
shareholders, together with a WHITE proxy card. Arrow shareholders
are strongly advised to carefully read Arrow's definitive proxy
statement. Shareholders may obtain the definitive proxy statement
on file with the SEC and any other documents filed by Arrow with
the SEC for free at the internet website maintained by the SEC at
http://www.sec.gov/. Shareholders will be able to obtain free
copies of the definitive proxy statement and any amendments and
supplements to the definitive proxy statement at Arrow's website at
http://www.arrowintl.com/ or by writing to Arrow International,
Inc., 2400 Bernville Road, Reading, Pennsylvania 19605. In
addition, copies of Arrow's proxy materials may be requested by
contacting our proxy solicitor, Morrow & Co. at (800) 662-5200
toll-free or by writing to Morrow & Co., 470 West Avenue,
Stamford, CT 06902. Arrow and its directors and executive officers
may be deemed to be participants in the solicitation of proxies in
respect of the proposed transaction. Additional information
regarding the names, affiliations and interests of individuals who
are participants in the solicitation of proxies of Arrow's
shareholders is available in Arrow's definitive proxy statement
filed with the SEC on August 24, 2007. DATASOURCE: Arrow
International, Inc. CONTACT: Frederick J. Hirt of Arrow
International, Inc., +1-610-478-3117 Web site:
http://www.arrowintl.com/
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