RICHMOND, Va., June 28 /PRNewswire-FirstCall/ -- The Board of Directors of
Overnite Corporation (Nasdaq: OVNT) has set August 4, 2005 as the date of the
special meeting of Overnite shareholders to vote on a proposal to approve and
adopt the agreement of merger pursuant to which Overnite will become an
indirect wholly-owned subsidiary of United Parcel Service, Inc. in a cash
transaction valued at approximately $1.25 billion, or $43.25 per share. The
special meeting will be held at 11:00 a.m., Richmond, Virginia time, at the
offices of Hunton & Williams LLP, Riverfront Plaza, East Tower, 951 East Byrd
Street, Richmond, Virginia.
(Logo: http://www.newscom.com/cgi-bin/prnh/20050408/OVNTLOGO )
Shareholders of record at the close of business on June 27, 2005 are
entitled to notice of and to vote on the merger proposal at the special
meeting.
A more detailed description of the merger proposal will be included in the
definitive proxy statement that Overnite will mail to its shareholders in
connection with the merger. It is anticipated that the proposed merger will
be completed shortly after approval of the merger proposal by Overnite
shareholders at the special meeting and the satisfaction or waiver of
customary conditions. Upon the unanimous recommendation of a special
committee of the Overnite Board of Directors, the Overnite Board of Directors
has unanimously approved and adopted the merger proposal and recommended
approval and adoption of the merger proposal by its shareholders.
Overnite Corporation is one of America's leading less-than-truckload
transportation companies. Its principal operating company, Overnite
Transportation Company, operates in all 50 states, Canada, Puerto Rico, Guam,
the U.S. Virgin Islands and Mexico. Its other operating company, Motor Cargo,
is a regional, less-than-truckload carrier primarily serving the western
United States, Canada and Mexico. Together, they form one of the largest less-
than-truckload carriers in the United States with more than 200 service
centers.
UPS is the world's largest package delivery company and a global leader in
supply chain services, offering an extensive range of options for
synchronizing the movement of goods, information and funds. Headquartered in
Atlanta, Ga., UPS serves more than 200 countries and territories worldwide.
UPS' stock trades on the New York Stock Exchange (UPS) and can be found on the
Web at UPS.com.
Additional information is available at Overnite's Web site:
http://www.OVNT.com. Overnite's media contact is Ira Rosenfeld, 804-291-5362.
Overnite's contact for investors is Mike Mahan, 804-231-8852.
Except for historical information contained herein, the statements made in
this release constitute forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such forward-looking statements, including statements
regarding the intent, belief or current expectations of UPS and Overnite and
their management, involve certain risks and uncertainties. Certain factors
may cause actual results to differ materially from those contained in the
forward-looking statements, including the risks discussed in the companies'
Forms 10-K and other filings with the Securities and Exchange Commission
(SEC), which discussions are incorporated herein by reference.
Additional Information about the Merger
In connection with the merger, Overnite has filed with the SEC a
definitive proxy statement. In addition, UPS and Overnite will file other
relevant documents concerning the merger with the SEC. We urge investors to
read the definitive proxy statement and any other relevant documents when they
become available because they will contain important information about UPS,
Overnite and the merger. Investors will be able to obtain the documents free
of charge at the SEC's Website, http://www.sec.gov. Documents filed by UPS
with the SEC can be obtained by contacting UPS at the following address and
telephone number: 55 Glenlake Pkwy. NE, Atlanta, GA 30328, 404-828-6000.
Documents filed by Overnite with the SEC can be obtained by contacting
Overnite at the following address and telephone number: 1000 Semmes Ave.,
Richmond, VA 23224, 804-231-8852. We urge you to read the definitive proxy
statement and any other relevant documents when they become available
carefully before making a decision concerning the merger.
Overnite and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders of Overnite
in connection with the merger. Information about the directors and executive
officers of Overnite and their ownership of Overnite common stock is set forth
in Overnite's definitive proxy statement, dated June 28, 2005, as filed with
the SEC.
SOURCE: Overnite Corporation
CONTACT: Ira Rosenfeld, Director, OTC Corporate Communications,
+1-804-291-5362 or Irosenfeld@overnite.com
