Beckman Coulter Acknowledges Receipt of Notice from Biosite
April 26 2007 - 9:00AM
PR Newswire (US)
FULLERTON, Calif., April 26 /PRNewswire-FirstCall/ -- Beckman
Coulter, Inc. (NYSE:BEC), a leading developer, manufacturer and
marketer of products that simplify, automate and innovate complex
biomedical testing, today announced it has received notification
from Biosite(R) Incorporated (NASDAQ:BSTE) that a competing bid
received from Inverness Medical Innovations, Inc., (AMEX:IMA) was
deemed by Biosite's Board of Directors to be more favorable to
Biosite's stockholders than the terms of the existing definitive
merger agreement with Beckman Coulter. Beckman Coulter has until
12:01 a.m., Pacific Daylight Time, on Wednesday, May 2, 2007 to
respond, should it so choose, to Biosite with a revised proposal
that is at least as favorable to Biosite's stockholders as the
Inverness bid. Under the terms of the merger agreement, if Biosite
terminates its agreement with Beckman Coulter and accepts the
Inverness bid after that time, it must pay Beckman Coulter a
$50,000,000 termination fee. (Logo:
http://www.newscom.com/cgi-bin/prnh/20031202/BECLOGO ) Under the
existing merger agreement, Beckman Coulter initiated a tender offer
for all outstanding shares of Biosite at a price of $85.00 per
share in cash on April 2, 2007, through its wholly-owned subsidiary
Louisiana Acquisition Sub, Inc. This tender offer is scheduled to
expire at 12:00 midnight on Friday, April 27, 2007 (the end of the
day on Friday). Beckman Coulter has the right to extend the
expiration of that tender offer. In addition, Beckman Coulter must
extend that expiration deadline if requested to do so by Biosite.
Biosite has indicated that it intends to make such a request in the
event Beckman Coulter does not elect to extend its tender offer. In
light of these developments, Beckman Coulter will consider all of
its options and determine how to best serve its stockholders.
Beckman Coulter is under no obligation to submit a revised proposal
to Biosite or to respond in any fashion to the Biosite notice.
Beckman Coulter has informed Biosite that it reserves all of its
rights under the merger agreement. About Beckman Coulter Beckman
Coulter, Inc., based in Fullerton, California, develops,
manufactures and markets products that simplify, automate and
innovate complex biomedical tests. More than 200,000 Beckman
Coulter systems operate in laboratories around the world supplying
critical information for improving patient health and reducing the
cost of care. Recurring revenues consisting of supplies, test kits,
service and operating-type lease payments represent more than 75
percent of the company's 2006 annual sales of $2.53 billion. For
more information, visit http://www.beckmancoulter.com/. Forward
Looking Statements This press release contains forward-looking
statements, including statements regarding the anticipated closing
of Beckman's tender offer. These statements are based on current
expectations, forecasts and assumptions. Actual results could
differ materially from those anticipated by these forward-looking
statements as a result of a number of factors, some of which may be
beyond Beckman Coulter's control. Among other things, these factors
include the risk that the acquisition will not be completed because
the tender offer did not proceed as anticipated or closing
conditions to the acquisition were not satisfied. For a further
list and description of risks and uncertainties associated with
Beckman Coulter's and Biosite's businesses, see their reports filed
with the Securities and Exchange Commission, including each
company's "Risk Factors" section in its most recent annual report
on Form 10-K filed with the Securities and Exchange Commission.
Beckman Coulter disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
Additional Information and Where to Find It This announcement is
neither an offer to purchase nor a solicitation of an offer to sell
shares of Biosite. Stockholders of Biosite are urged to read the
tender offer materials described below because they contain
important information that stockholders should consider before
making any decision regarding tendering their shares. The tender
offer is being made pursuant to a Tender Offer Statement on
Schedule TO (including the Offer to Purchase, the related Letter of
Transmittal and other tender offer materials) filed by Beckman and
Louisiana Acquisition Sub with the SEC on April 2, 2007, as
amended. In addition, on April 2, 2007, Biosite filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC related to the tender offer. The tender offer materials contain
important information, which should be read carefully before any
decision is made with respect to the tender offer. The Offer to
Purchase, the related Letter of Transmittal and certain other offer
documents, as well as the Solicitation/Recommendation Statement,
are available free of charge on the SEC's website
(http://www.sec.gov/) or from D.F. King & Co., Inc., the
information agent for the tender offer, at (800) 769-4414 (toll
free). American Stock Transfer & Trust Company is acting as
depositary for the tender offer. The dealer manager for the offer
is Morgan Stanley. In addition to the Offer to Purchase, the
related Letter of Transmittal and certain other offer documents, as
well as the Solicitation/Recommendation Statement, Beckman Coulter
and Biosite file annual, quarterly and special reports, proxy
statements and other information with the SEC. You may read and
copy any reports, statements or other information filed by Beckman
Coulter and Biosite at the SEC public reference room at 100 F
Street, N.E., Washington, D.C. 20549. Please call the SEC at
1-800-SEC-0330 for further information on the public reference
room. Beckman Coulter's and Biosite's filings with the SEC are also
available to the public from commercial document-retrieval services
and the SEC's website. Contact: Robert Raynor (714) 773-7620
Director, Investor Relations
http://www.newscom.com/cgi-bin/prnh/20031202/BECLOGO
http://photoarchive.ap.org/ DATASOURCE: Beckman Coulter, Inc.
CONTACT: Robert Raynor, Director, Investor Relations, Beckman
Coulter, Inc., +1-714-773-7620 Web site:
http://www.beckmancoulter.com/
Copyright
Biosite (NASDAQ:BSTE)
Historical Stock Chart
From May 2024 to Jun 2024
Biosite (NASDAQ:BSTE)
Historical Stock Chart
From Jun 2023 to Jun 2024