Exhibit 99.1
News Release
FOR RELEASE February 22, 2001
Contact: Allen & Caron Inc Merrimac Industries, Inc.
Michael Mason (investors) Mason N. Carter, Chairman & CEO
212-691-8087 973-575-1300, ext. 202
michaelm@allencaron.com mnc@merrimacind.com
Allen & Caron Inc Merrimac Industries, Inc.
Kari Rinkeviczie (media) Erika A. Barsness, Investor Relations
616-647-0780 973-575-1300, ext. 200
kari@allencaron.com eab@merrimacind.com
SHAREHOLDERS APPROVE DELAWARE REINCORPORATION
WEST CALDWELL, NJ (February 22, 2001) .... Merrimac Industries, Inc. (AMEX:
MRM), a leader in the design and manufacture of RF Microwave components,
assemblies and Micro-Multifunction (MMFM(R)) Modules, announced today that its
Reincorporation, which was approved at the February 21, 2001 Special Meeting of
Shareholders, was completed and the Company which had been incorporated in New
Jersey is now incorporated in Delaware. The Special Meeting had originally been
called for January 23, but had been adjourned to allow additional time for
Shareholders to cast their votes.
Chairman and CEO, Mason N. Carter commented, "We are pleased with the
overwhelming support that this proposal has received. Now Merrimac can move
forward as a Delaware corporation with all the entitlements afforded by being
incorporated in that state."
The reincorporation in Delaware permits the Company to operate under the highly
developed and predictable Delaware corporate legal system. The reincorporation
also provides the Company with additional capital stock which the Company can
use for acquisitions and other business opportunities that may arise in the
future, for greater financial flexibility in raising new capital, and for the
possibility of future stock dividends and stock splits should the Board of
Directors determine such action is warranted. The Company has no current
contracts, commitments, plans or intention to issue any of the increased
authorized capital stock and, in particular to issue any preferred stock that is
convertible into common stock that would dilute existing shareholders.
About Merrimac
Merrimac Industries Inc. is a leader in the design and manufacture of RF
Microwave components, assemblies and Micro-Multifunction (MMFM(R)) Modules
serving the wireless telecommunications industry worldwide with enabling
technologies for commercial applications. Merrimac is focused on providing Total
Integrated Packaging Solutions(TM) with Multi-Mix(R) Microtechnology, a leading
edge competency providing value to our customers through miniaturization and
integration. The Multi-Mix(R) process for microwave, multilayer integrated
MMFM(R) circuits is a patented method developed at Merrimac Industries based on
fluoropolymer composite substrates. The fusion bonding of multilayer structures
provides a homogeneous dielectric medium for superior electrical performance at
microwave frequencies. The bonded layers may incorporate embedded semiconductor
devices, MMICs, etched resistors, passive circuit elements and plated-through
via holes to form a three-dimensional subsystem enclosure that requires no
further packaging. Merrimac Industries, Inc. is ISO 9001 certified.
Merrimac Industries, Inc. and its subsidiary Filtran Microcircuits Inc., with
locations in West Caldwell, NJ, San Jose, Costa Rica and Ottawa, Ontario,
Canada, have approximately 260 co-workers dedicated to the design and
manufacture of signal processing components, gold plating of high frequency
microstrip, bonded stripline and thick metal-backed Teflon (PTFE)
micro-circuitry and subsystems providing Total Integrated Packaging
Solutions(TM) wireless applications. Merrimac (MRM) is listed on the American
Stock Exchange. For more information about Merrimac Industries, visit its home
page at www.merrimacind.com
For additional investor relations information, visit the Allen & Caron Inc
website at www.allencaron.com
This press release contains statements relating to future results of Merrimac
(including certain projections and business trends) that are "forward-looking
statements" as defined in the Private Securities Litigation Reform Act of 1995.
Actual results may differ materially from those projected as a result of certain
risks and uncertainties. These risks and uncertainties include, but are not
limited to: general economic and industry conditions; slower than anticipated
penetration into the satellite communications, defense and wireless markets; the
risk that the benefits expected from the acquisition of Filtran Microcircuits
Inc. are not realized; the ability to protect proprietary information and
technology; competitive products and pricing pressures; risks relating to
governmental regulatory actions in communications and defense programs; and
inventory risks due to technological innovation, as well as other risks and
uncertainties, including but not limited to those detailed from time to time in
Merrimac's Securities and Exchange Commission filings. These forward-looking
statements are made only as of the date hereof, and Merrimac undertakes no
obligation to update or revise the forward-looking statements, whether as a
result of new information, future events or otherwise.
Note: Merrimac Industries, Inc. news releases are available in fax form by
calling Company News On-Call. Dial (800) 758-5804, ext. 567525. These news
releases are also available on the Internet at: http://www.prnewswire.com .