Brown & Sharpe Announces Approval of Hexagon AB Transaction
NORTH KINGSTOWN, R.I.--April 27, 2001--Brown & Sharpe Manufacturing Company announced today that at the Special Meeting of Stockholders held this morning, the Company's stockholders approved the sale of its worldwide Metrology Business to Hexagon AB of Stockholm, Sweden and all other matters presented to stockholders at the Special Meeting. These other matters included the change of the Company's name to BNS Co., reduction of the par value per share of the Class A Common Stock and Class B Common Stock from $1.00 to $.01 and a one-for-five reverse stock split of the Company's outstanding Class A Common Stock and Class B Common Stock. The record date for the one-for-five reverse stock split will be May 10, 2001.Following the conclusion of the Special Meeting of Stockholders, the Company completed the closing of the sale of its worldwide Metrology Business to Hexagon AB, effective today. The purchase price for the sale of the Metrology Business was $170 million less a cash adjustment based on the terms of the Acquisition Agreement. After the cash adjustment and payment of all U.S. bank debt and long-term senior noteholder obligations, the Company received net proceeds of $70 million. Also in connection with the sale to Hexagon, Hexagon invested $2.5 million in Xygent Inc., the Company's software development subsidiary, in exchange for 16.7% ownership interest in such subsidiary.