DEFA14A 1 a06-4384_1defa14a.htm DEFINITIVE PROXY STATEMENT FILED BY NON-MANAGEMENT

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

(Rule 14a-101)

 

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

 

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.     )

 

Filed by the Registrant  ý

 

Filed by a Party other than the Registrant  o

 

Check the appropriate box:

o

Preliminary Proxy Statement

o

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o

Definitive Proxy Statement

o

Definitive Additional Materials

ý

Soliciting Material Pursuant to §240.14a-12

 

Duratek, Inc.

(Name of Registrant as Specified In Its Charter)

 

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

Payment of Filing Fee (Check the appropriate box):

ý

No fee required.

o

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

(1)

Title of each class of securities to which transaction applies:

 

 

 

 

(2)

Aggregate number of securities to which transaction applies:

 

 

 

 

(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

 

 

 

(4)

Proposed maximum aggregate value of transaction:

 

 

 

 

(5)

Total fee paid:

 

 

 

o

Fee paid previously with preliminary materials.

o

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

(1)

Amount Previously Paid:

 

 

 

 

(2)

Form, Schedule or Registration Statement No.:

 

 

 

 

(3)

Filing Party:

 

 

 

 

(4)

Date Filed:

 

 

 

 

 

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

THIS FILING CONSISTS OF AN E-MAIL MESSAGE SENT TO CUSTOMERS OF THE REGISTRANT REGARDING THE PROPOSED MERGER TRANSACTION.

 


 

E-Mail Message for Duratek Customers

 

Today, Duratek announced it has agreed to be acquired by EnergySolutions, a newly-combined group of companies that is bringing together a broad array of technologies and resources to serve the nuclear industry.

 

For over 20 years, Duratek has been committed to providing innovative solutions, quality service and strong results for our customers and partners.  We are joining with EnergySolutions to take that commitment to the next level.  Our company will become an integral part of a leading, international nuclear service supplier that will be totally focused on solving government’s and industry’s most difficult nuclear materials management and waste disposition challenges.

 

Once the transaction closes, we’ll have a new name, but we’ll continue to deliver the innovation and value you expect and deserve from us.  But for now, it’s business as usual.  Until the closing date of the acquisition, Duratek will continue to operate as an independent public company.  Your day-to-day contacts remain unchanged.

 

During the transition period, we will begin looking at how the operations of Duratek will eventually be integrated with EnergySolutions.  While no decisions have been made, it is important to note that EnergySolutions sought Duratek for its people, values, and track record of delivering innovation and results for its customers and partners. Both companies intend to make this transition seamless for all of the customers we serve and to keep you posted on a timely basis as new developments occur.

 

In the meantime, if you have any questions or comments about this announcement, please don’t hesitate to call [NAME] at [PHONE].

 

As always, we thank you for your business, which has been critical to our success.  We look forward to continuing to serve you as we become part of an exciting new venture.

 

Important Additional Information and Where to Find It

 

Duratek will file with the Securities and Exchange Commission a proxy statement and other documents regarding the proposed business combination referred to in the foregoing information.  Investors and security holders are urged to read the proxy statement when it becomes available because it will contain important information.  A definitive proxy statement will be sent to Duratek’s stockholders seeking their approval of the transaction.  Investors and security holders may obtain a free copy of the proxy statement and other documents filed by Duratek with the Commission at the Commission’s website at www.sec.gov, or by directing a request to: Diane Brown, Corporate Secretary, Duratek Inc., 10100 Old Columbia Road, Columbia, Maryland 21046.

 

Duratek and its directors and executive officers may be considered participants in the solicitation of proxies from Duratek’s stockholders in connection with the proposed transaction.  Information about the directors and executive officers of Duratek and their ownership of Duratek stock is set forth in the proxy statement for Duratek’s 2005 annual meeting of stockholders.  Investors may obtain additional information regarding the interests of such participants by reading the proxy statement when it becomes available.