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Meadville Circular Documents
 
On November 16, 2009, TTM Technologies, Inc., together with certain of its subsidiaries ("TTM"), entered into a stock purchase agreement with Meadville Holdings Limited, and MTG Investment (BVI) Limited ("MTG"), pursuant to which TTM has agreed to acquire all of the issued and outstanding capital stock of four wholly owned subsidiaries of MTG and their respective subsidiaries, referred to as the "PCB Combination." In connection with the PCB Combination, the Hong Kong Code on Takeovers and Mergers requires TTM to make available for inspection the documents posted below:
 
a. Second Amended and Restated Bylaws of TTM;

b. Memorandum and Articles of Association of TTM Hong Kong;

c. Audited consolidated accounts of TTM for each of the two years ended December 31, 2008 and 2007;

d. The following documents referred to in Appendix II to the Circular:

i. the current report on Form 8-K filed by TTM with the SEC on November 16, 2009;

ii. the presentation materials and the transcripts of the conference call held on November 16, 2009;

iii. the current report on Form 8-K filed by TTM with the SEC on December 15, 2009;

iv. the current report on Form 8-K filed by TTM with the SEC on February 4, 2010 (including the

Earnings Guidance);

v. the current report on Form 8-K filed by TTM with the SEC on February 2, 2010;

vi. the Form S-4 in preliminary form filed by TTM with the SEC on December 24, 2009;

vii. the Amendment No. 1 to the Form S-4 filed by TTM with the SEC on February 4, 2010;

viii. the U.S. Prospectus previously filed by TTM as a 424(b)(3) with the SEC;

e. The reports of KPMG LLP, the text of which is set out in Appendix IX (U.S. GAAP Financial Information of the TTM Group) in the Circular:

i. the Audit Report of KPMG LLP;

ii. the Review Report of KPMG LLP;

f. The report of UBS, the text of which is set out in the first section of Appendix XI (Reports on Earnings Guidance in relation to the TTM Group) in the Circular;

g. The report of KPMG, the text of which is set out in the second section of Appendix XI (Reports on Earnings Guidance in relation to the TTM Group) in the Circular;

h. The written consents of UBS, KPMG and KPMG LLP referred to in the section "Expert and Consents" in the Appendix to the Circular:

i. the Written Consent of UBS;

ii. the Written Consent of KPMG for Meadville Holdings Limited;

iii. the Written Consent of KPMG for Top Mix Investment Limited;

iv. the Written Consent of KPMG for TTM Hong Kong Limited;

v. the Written Consent of KPMG for TTM Technologies, Inc.;

vi. the Written Consent of KPMG LLP;

i. The material contract(s) entered into by TTM or TTM HK referred to in the section "Material Contracts" in the Appendix to the Circular:

i. The Stock Purchase Agreement;

ii. Underwriting Agreement, dated as of May 8, 2008, among TTM, JPMorgan Securities Inc., and UBS

Securities LLC;

iii. Indenture, dated as of May 14, 2008, between TTM and American Stock Transfer and Trust Company;

iv. Supplemental Indenture, dated as of May 14, 2008, between TTM and American Stock Transfer and

Trust Company;

v. Call Option Transaction Confirmation, dated as of May 8, 2008, between TTM and JPMorgan Chase

Bank, National Association;

vi. Warrant Transaction Confirmation, dated as of May 8, 2008, between TTM and JPMorgan Chase

Bank, National Association;

vii. Call Option Transaction Confirmation, dated as of May 8, 2008, between TTM and UBS AG;

viii. Warrant Transaction Confirmation, dated as of May 8, 2008, between TTM and UBS AG;

ix. Call Option Transaction Confirmation, dated as of May 16, 2008, between TTM and JPMorgan Chase

Bank, National Association;

x. Warrant Transaction Confirmation, dated as of May 16, 2008, between TTM and JPMorgan Chase

Bank, National Association;

xi. Call Option Transaction Confirmation, dated as of May 16, 2008, between TTM and UBS AG;

xii. Warrant Transaction Confirmation, dated as of May 16, 2008, between TTM and UBS AG; and

j.  Sell-Down Registration Rights Agreement.



 
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