TEKELEC NPV 
By MORRISVILLE, NC -- (MARKET WIRE) -- 01/25/12 -- Tekelec(NASDAQ: TKLC) today announced that at a special meeting held today its shareholders voted to approve the Agreement and Plan of Merger, dated November 6, 2011 (the "merger agreement"), providing for the acquisition of Tekelec by a consortium led by Siris Capital Group, LLC ("Siris") and including affiliates of The ComVest Group, funds and accounts managed by GSO Capital Partners LP, Sankaty Advisors LLC, ZelnickMedia and other Siris limited partners and affiliates.
Upon consummation of the proposed merger, Tekelec shareholders (except for Tekelec shareholders who have properly exercised their dissenting shareholder rights) will have the right to receive $11.00 in cash, without interest and less applicable withholding taxes, for each share of Tekelec common stock they owned immediately prior to the merger subject to the terms and conditions set forth in the merger agreement.
The transaction is currently expected to close by the end of January 2012.
About Tekelec
Tekelec's intelligent mobile broadband solutions enable
service providers to manage and monetize mobile data and
evolve to LTE and IMS. We are the architects of the new
Diameter network, the foundation for session, policy and
subscriber data management. More than 300 service providers
use our market-leading solutions to deliver cloud,
machine-to-machine and personalized services to consumers and
enterprises. For more information visit
www.tekelec.com.
Forward-Looking Statements
Certain statements made herein, including but not limited to
statements regarding the expected timetable for completing
the transaction (which statements may be identified by words
such as "believes," "expects,"
"anticipates," "estimates,"
"projects," "intends,"
"should," "seeks," "future,"
"continue," or the negative of such terms, or other
comparable terminology), are forward-looking, reflect current
intent, belief or expectations and involve certain risks,
uncertainties, assumptions and other factors that are
difficult to predict and that could cause actual results to
differ materially from those expressed in or indicated by
them. Tekelec's actual future performance may differ
materially from such expectations as a result of important
risk factors, which include, in addition to those identified
in Tekelec's filings with the Securities and Exchange
Commission; any failure by Titan Private Holdings I, LLC and
Titan Private Acquisition Corp. to complete the necessary
debt and equity financing arrangements contemplated by the
commitment letters received in connection with the merger;
the occurrence of any event or proceeding that could give
rise to the termination of the merger agreement; the
inability of the parties to complete the merger due to the
failure to satisfy the closing conditions; the outcome of any
legal proceedings that may be instituted against the Company
and others prior to the closing; and legislative, regulatory
and economic developments. The Company can give no assurance
that the conditions to the merger will be satisfied. The
Company undertakes no obligation to publicly update any
forward-looking statements whether as a result of new
information, future events or otherwise. The Company also is
not responsible for updating any of the other information
contained herein beyond the published date.
Source: Tekelec
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