| UDI Stockholders Approve Merger Agreement
with BAE Systems
Contact:
Jayne Schmitt, Investor Relations
United Defense
jayne.schmitt@baesystems.com
(703) 312-6122
Doug Coffey, Media
United Defense Industries, Inc.
doug.coffey@baesystems.com
(703) 312-6121
ARLINGTON, VA, May 10, 2005 - United Defense Industries,
Inc. (NYSE:UDI) released the tabulation of stockholder votes announced
at its Annual Meeting of Stockholders held today. Owners of more
than 90 percent of United Defense's outstanding common stock were
represented in person or by proxy at the meeting. Voting results
follow:
Approval of Merger
UDI's stockholders adopted the Agreement and Plan of Merger dated
as of March 6, 2005, among BAE Systems North America Inc., Ute Acquisition
Company Inc. and UDI. The merger was approved by holders of a majority
of UDI's outstanding common stock. The U.K. shareholder meeting
of BAE Systems plc to approve the acquisition is scheduled for May
13, 2005. The transaction has been approved by the Committee on
Foreign Investment in the United States and by regulatory authorities
in Sweden, Turkey, Germany, and Norway. The Department of Justice
is continuing to review the transaction under the Hart-Scott-Rodino
Act. Subject to the BAE Systems plc shareholder vote and regulatory
approval, the parties continue to anticipate completing the merger
in mid-2005.
Election of Directors
Each of the following nine nominees to the board of directors was
re-elected: Frank C. Carlucci, Peter J. Clare, William E. Conway,
Jr., C. Thomas Faulders, III, Adm. Robert J. Natter (Ret.), Gen.
J.H. Binford Peay, III (Ret.), Thomas W. Rabaut, Francis Raborn,
and Gen. John M. Shalikashvili (Ret.).
About United Defense Industries
United Defense designs, develops and produces combat vehicles, artillery,
naval guns, missile launchers and precision munitions used by the
U.S. Department of Defense and allies worldwide, and provides non-nuclear
ship repair, modernization and conversion to the U.S. Navy and other
U.S. Government agencies. To learn more about United Defense, visit
http://www.uniteddefense.com.
Forward-Looking Statements
Information in this release may involve guidance, expectations,
beliefs, plans, intentions or strategies regarding the future. These
forward looking statements involve risks and uncertainties. All
forward looking statements included in this release are based upon
information available to United Defense Industries, Inc., as of
the date of the release, and we assume no obligation to update any
such forward looking statements. The statements in this release
are not guarantees of future performance and actual results could
differ materially from our current expectations. Numerous factors
could cause or contribute to such differences. Please refer to the
Company's Annual Report on Form 10-K for the year ended December
31, 2004 and in our other reports filed from time to time with the
Securities and Exchange Commission for a further discussion of the
factors and risks associated with our business.
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