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Plainville, Connecticut and Austin,
Texas
– December 18, 2001– GE Industrial Systems, a
division of General Electric Company (NYSE: GE), and Interlogix, Inc (NASDAQ:
ILXI), the global electronic security company headquartered in Austin, TX
announced today that they have signed an agreement for GE to acquire
Interlogix. The transaction, which is
subject to government approvals and other customary conditions, is expected to
close in the first quarter of 2002. GE
has agreed to pay the equivalent of $38.86 for each Interlogix share consisting
of 50% cash and 50% GE stock. A
stockholder, who holds approximately 80% of the current outstanding shares of
Interlogix, has concurrently signed an agreement to tender its shares in favor
of the transaction.
Interlogix manufactures
a wide array of electronic security products and systems for commercial,
industrial and residential use. Primary business segments are Security and Lifesafety, Enterprise Technologies
and Key Management. Annual revenues
are in excess of US $600 million.
"Interlogix is a strong global company that will provide us with
leading-edge technology in the security arena, offering us an attractive new
platform to enhance our continued growth. These innovative technologies will be particularly important as the
demand for security products and systems continues to increase," said Lloyd
Trotter, President and Chief Executive Officer of GE Industrial Systems. "In addition, these products will complement
many of the industrial components already manufactured by our business,
allowing us to better serve our customers with a broader, more diversified
portfolio of products, systems and services to meet their needs."
Interlogix
is comprised of three principal divisions:
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Security and Lifesafety: A global
provider of wired and wireless intrusion and fire protection
components and systems.
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Enterprise Technologies: Leading
edge systems for digital surveillance and video image storage /
retrieval. Interlogix has the capability to integrate all
surveillance and access control functionality into a single
enterprise wide system for global companies.
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Key Management: A supplier of
products and services for multiple remote site entry, mobile
access and information management and asset tracking / control.
Ken Boyda, President and Chief Executive Officer, Interlogix,
Inc., commented, "Interlogix as a part of GE Industrial Systems will
create a dynamic force within the global security products and
services industry. GE Industrial Systems' core business, coupled
with Interlogix' solution-driven product offering and leading-edge
technology platforms, will produce a broad and diversified product
portfolio. The electronic security industry has changed dramatically
over the past three years, and we recognize the strategic importance
of being a part of a company that affords the benefits of size and
scale, and a commitment to industry leadership."
UBS Warburg has acted as financial advisor to
Interlogix. Goldman, Sachs & Co.
has acted as financial advisor to GE.
About
GE Industrial Systems
GE
Industrial Systems is a global leader in manufacturing products used to distribute,
protect and control electrical power and equipment and in supplying product and
service solutions for commercial, industrial, residential and utility
applications. GE Industrial Systems is one of GE's major businesses. GE is the
world's largest diversified technology, manufacturing and services company with
a commitment to achieving worldwide leadership. For more information visit the website at www.GEIndustrial.com.
General Electric Company is
listed on the New York Stock Exchange (ticker: GE).
About
Interlogix Inc
Interlogix
is a global technology leader dedicated to supporting the needs of the rapidly
growing electronic security industry and to expanding current technologies,
products and services that create revenue growth opportunities for its
customers. Committed to the ongoing success of its partners and affiliates,
Interlogix maintains a sharp focus on product, systems and service innovation,
world-class manufacturing practices and operational excellence. Further information about Interlogix, Inc.
can be found at www.interlogixinc.com
Interlogix,
Inc. is listed on the NASDAQ Exchange (ticker: ILXI).
Interlogix
and the Interlogix logo are trademarks of Interlogix, Inc.
THIS NEWS RELEASE SHALL NOT CONSTITUTE AN OFFER OF ANY SECURITIES FOR
SALE. GE AND INTERLOGIX CORPORATION WILL PREPARE AND FILE A PROXY
STATEMENT/PROSPECTUS. COPIES OF THIS DOCUMENT WILL BE PROVIDED TO STOCKHOLDERS
OF INTERLOGIX CORPORATION. IN ADDITION, THIS DOCUMENT AND OTHER RELEVANT
DOCUMENTS CONCERNING THE TRANSACTION WILL BE FILED WITH THE SECURITIES EXCHANGE
COMMISSION AND COPIES WILL BE AVAILABLE FREE OF CHARGE FROM THE COMMISSION'S
WEBSITE (WWW.SEC.GOV) AND FROM GE INDUSTRIAL SYSTEMS AND INTERLOGIX. THIS PROXY
STATEMENT/PROSPECTUS WILL CONTAIN IMPORTANT INFORMATION, AND INVESTORS ARE
URGED TO READ THIS DOCUMENT ONCE IT BECOMES AVAILABLE. INVESTORS SHOULD READ
THE JOINT PROXY/PROSPECTUS CAREFULLY WHEN IT BECOMES AVAILABLE BEFORE MAKING
ANY INVESTMENT DECISIONS.
THIS NEWS
RELEASE CONTAINS FORWARD-LOOKING STATEMENTS. THE FOLLOWING FACTORS, AMONG
OTHERS, COULD CAUSE THE ACTUAL RESULTS OF THE ACQUISITION TO DIFFER MATERIALLY
FROM GE INDUSTRIAL SYSTEM'S EXPECTATIONS: THE ABILITY TO TIMELY AND FULLY
REALIZE THE EXPECTED COST SAVINGS AND REVENUES; COMPETITION; CHANGES IN
ECONOMIC CONDITIONS. GE INDUSTRIAL SYSTEMS DOES NOT ASSUME ANY DUTY TO UPDATE
FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS,
UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY. SUCH STATEMENTS ARE BASED ON INFORMATION AVAILABLE AS OF THE DATE
HEREOF, AND ARE MADE ONLY AS OF THE DATE HEREOF. TO THE EXTENT THAT SUCH
STATEMENTS RELATE TO THE PROPOSED ACQUISITION REFERRED TO IN THIS RELEASE,
THERE IS A RISK, AMONG OTHERS, THAT THE TRANSACTION MIGHT NOT BE COMPLETED.
Contact:
Anne Witkavitch
Manager - Communications & Public Affairs
GE Industrial Systems
Tel: 860-747-7461
Fax: 860-747-7393
Email: anne.witkavitch@indsys.ge.com
Contact:
Michael S. Lafair
Vice President and General Counsel
Interlogix, Inc.
Tel: 512-381-2760
Fax: 512-381-1773
Email: michael.lafair@interlogixinc.com
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