Filed by Universal Compression Holdings, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Iliad Holdings, Inc.
Commission File No. 333-141695
|June 4, 2007
|Stephen A. Snider
|Merger News Announcing Exterran
Ever since we announced the proposed merger of Hanover Compressor and Universal Compression in
early February, Ive been asked the same question at every company location Ive visited: What
will our new name be after the merger closes?
Today, I am pleased to announce that the name of the merged company will be Exterran.
Pronounced X-ter-an, the name stems from words meaning from the earth and we believe this
reflects the nature of the energy industry which we proudly serve. Exterran is both the new
companys name and logo.
The selection of this new name was guided by a joint branding/naming task force with members from
both Hanover and Universal. The task force worked with a corporate identity firm as well as the
core project team, the executive steering committee, legal staffs from Hanover and Universal and
outside legal counsel. The process of selecting a new name included extensive customer and
Beginning with a list of 1,500 prospective names, Exterran was selected from 10 finalists and
approved by the core project team, the executive steering committee and the boards of directors of
both companies. We chose Exterran because it demonstrates action and the strength and global reach
of the new company.
The logos primary colors of blue and black represent the two principal energy sourcesnatural gas
and crude oilthat are the primary focus of our customer base. The arching X represents the
expanded global reach of Exterran as we leverage the combined strengths of both companies to
provide a world of opportunity for our employees, customers and shareholders.
The selection of our new name marks another important milestone in our merger planning activities.
As the integration process moves along and more information is available to share, we will publish
it in print and on our Intranet site. We also invite you to continue to send questions about the
proposed merger to email@example.com.
We are embarking on an exciting journey together and are enthusiastic about the future. Well
continue to keep you updated about Exterran throughout the merger approval process and up until the
merger closes, which we still anticipate will occur in the third quarter of 2007. In the meantime,
please remember that until we close this proposed merger, both companies remain strong competitors
in the marketplace and we must continue to compete vigorously.
And, as always, we ask that you continue your commitment to work safely, and continue delivering
the highest quality of service to our customers and superior performance for our shareholders.
All statements in this announcement other than historical facts are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements rely on a number of assumptions concerning future events and are subject to a number of
uncertainties and factors, many of which are outside Universals control, which could cause actual
results to differ materially from such statements. Forward-looking information includes, but is not
limited to, statements regarding whether and when the transactions contemplated by the merger
agreement between Universal and Hanover will be consummated. Among the factors that could cause
results to differ materially from those indicated by those forward-looking statements are the
result of the review of the proposed merger by various regulatory agencies and any conditions
imposed on the new company in connection with consummation of the merger; failure to receive the
approval of the merger by the stockholders of Hanover and Universal and the satisfaction of various
other conditions to the closing of the merger contemplated by the merger agreement. These
forward-looking statements are also affected by the risk factors, forward-looking statements and
challenges and uncertainties described in Universals Annual Report on Form 10-K for the year ended
December 31, 2006, as amended, and those set forth from time to time in Universals filings with
the Securities and Exchange Commission, which are available through Universals website
www.universalcompression.com. Universal expressly disclaims any intention or obligation to
revise or update any forward-looking statements whether as a result of new information, future
events, or otherwise, except as required by law.
In connection with the proposed merger of Universal Compression Holdings, Inc. and Hanover
Compressor Company, a registration statement of the new company, Iliad Holdings, Inc., which
includes preliminary proxy statements of Universal and Hanover, and other materials, has been filed
with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO CAREFULLY READ THE PRELIMINARY PROXY
STATEMENT/PROSPECTUS, WHICH IS AVAILABLE NOW, AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND
OTHER MATERIALS REGARDING THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN AND
WILL CONTAIN IMPORTANT INFORMATION ABOUT UNIVERSAL, HANOVER, ILIAD HOLDINGS AND THE PROPOSED
TRANSACTION. Investors and security holders may obtain a free copy of the preliminary proxy
statement/prospectus and the definitive proxy statement/prospectus when it is available and other
documents containing information about Universal and Hanover, without charge, at the SECs web site
at www.sec.gov, Universals web site at www.universalcompression.com, and
Hanovers web site at www.hanover-co.com. Copies of the preliminary proxy
statement/prospectus, the definitive proxy statement/prospectus and the SEC filings that are and
will be incorporated by reference therein may also be obtained for free by directing a request to
either Investor Relations, Universal Compression Holdings, Inc., 713-335-7000 or to Investor
Relations, Hanover Compressor Company, 832 554-4856.
Participants in Solicitation
Universal and Hanover and their respective directors, officers and certain other members of
management may be deemed to be participants in the solicitation of proxies from their respective
stockholders in respect of the merger. Information about these persons can be found in Universals
Annual Report on Form 10-K, as amended by Amendment No. 1, as filed with the SEC on March 1, 2007
and April 30, 2007, respectively, and in Hanovers Annual Report on Form 10-K, as amended by
Amendment No. 1, as filed with the SEC on February 28, 2007 and April 30, 2007, respectively.
Additional information about the interests of such persons in the solicitation of proxies in
respect of the merger is included in the preliminary proxy statement/prospectus that has been filed
with the SEC and will be included in the definitive proxy statement/prospectus to be filed with the
SEC in connection with the proposed transaction.