Biosite Incorporated Receives Revised Commitment Letters From Inverness Medical Regarding Possible Merger Transaction
2007年4月18日 - 10:30PM
PRニュース・ワイアー (英語)
SAN DIEGO, April 18 /PRNewswire-FirstCall/ -- Biosite Incorporated
(NASDAQ:BSTE) today announced that Inverness Medical Innovations,
Inc. (AMEX:IMA) has provided Biosite with copies of revised
commitment letters from Inverness' proposed financing sources in
connection with the previously announced acquisition proposal made
by Inverness to acquire all of Biosite's outstanding shares of
common stock, other than Biosite shares already owned by Inverness,
for $90.00 per share in cash. Complete copies of the revised
commitment letters (which, among other things, identify certain
conditions to the financing contemplated thereby) are being filed
today with the SEC as exhibits to Amendment No. 6 to Biosite's
Schedule 14D-9 relating to its previously announced agreement with
Beckman Coulter, Inc. (NYSE:BEC). Biosite's Board of Directors,
with the assistance of its financial advisor, Goldman Sachs &
Co., and its legal advisors, Cooley Godward Kronish LLP and Potter
Anderson & Corroon LLP, will review and evaluate the new
information provided by Inverness. As previously announced on March
25, 2007, a subsidiary of Beckman Coulter has commenced a cash
tender offer to acquire all of the outstanding shares of common
stock of Biosite for $85.00 per share. Unless the Beckman Coulter
tender offer is extended, it and any withdrawal rights to which
Biosite's stockholders may be entitled will expire at 12:00
midnight, New York City time, on Friday, April 27, 2007 (the end of
the day on Friday). The Biosite Board has not withdrawn, qualified,
modified, changed or amended its recommendation with respect to the
Beckman Coulter tender offer, and the merger agreement between
Biosite and Beckman Coulter remains in effect. About Biosite
Biosite Incorporated is a leading bio-medical company
commercializing proteomics discoveries for the advancement of
medical diagnosis. Biosite's products contribute to improvements in
medical care by aiding physicians in the diagnosis of critical
diseases and health conditions. The Biosite Triage(R) rapid
diagnostic tests are used in more than 70 percent of U.S. hospitals
and in more than 60 international markets. Information on Biosite
can be found at http://www.biosite.com/. Forward Looking Statements
This press release contains forward-looking statements as defined
in the Private Securities Litigation Reform Act of 1995. 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 Biosite's control.
For a list and description of risks and uncertainties associated
with Biosite's businesses, see Biosite's reports filed with the
Securities and Exchange Commission (SEC), including the "Risk
Factors" section in its most recent annual report on Form 10-K
filed with the SEC. Biosite 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
Stockholders of Biosite are urged to read the relevant tender offer
documents because they contain important information that
stockholders should consider before making any decision regarding
tendering their shares. Beckman Coulter and its acquisition
subsidiary have filed tender offer materials with the SEC, and
Biosite has filed a Solicitation/Recommendation Statement with
respect to the Beckman Coulter tender offer. The tender offer
materials related to the Beckman Coulter tender offer (including an
Offer to Purchase, a related Letter of Transmittal and certain
other offer documents) and the Solicitation/Recommendation
Statement related to the Beckman Coulter tender offer 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 to all stockholders of Biosite at no expense to them.
The tender offer materials and the Solicitation/Recommendation
Statement are available for free at the SEC's website at
http://www.sec.gov/. In addition, stockholders are able to obtain a
free copy of these documents from (i) Beckman Coulter by mailing
requests for such materials to: Beckman Coulter, Inc., Office of
Investor Relations (M/S A-37-C), 4300 N. Harbor Blvd., P. O. Box
3100, Fullerton, CA 92834 and (ii) Biosite by mailing requests for
such materials to: Investor Relations, Biosite, 9975 Summers Ridge
Road, San Diego, California 92121. Stockholders of Biosite are also
urged to read the Solicitation/Recommendation Statement with
respect to the Inverness tender offer that will be filed by Biosite
with the SEC when it becomes available as it will contain important
information that stockholders should consider before making any
decision regarding tendering their shares. The
Solicitation/Recommendation Statement will be available to all
stockholders of Biosite at no expense to them. The
Solicitation/Recommendation Statement will be available for free at
the SEC's website at http://www.sec.gov/. In addition, stockholders
are able to obtain a free copy of this document from Biosite by
mailing requests for such materials to: Investor Relations,
Biosite, 9975 Summers Ridge Road, San Diego, California 92121. In
addition to the materials referred to above, Biosite and Beckman
Coulter 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 Biosite
or Beckman Coulter 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. Biosite's and Beckman Coulter's filings with the SEC are also
available to the public from commercial document-retrieval services
and at the website maintained by the SEC at http://www.sec.gov/.
DATASOURCE: Biosite Incorporated CONTACT: Nadine Padilla, Vice
President, Corporate & Investor Relations, Biosite
Incorporated, +1-858-805-2820; or Joele Frank or Dan Katcher, both
of Joele Frank, Wilkinson Brimmer Katcher, +1-212-355-4449, for
Biosite Incorporated Web site: http://www.biosite.com/ Company News
On-Call: http://www.prnewswire.com/comp/116737.html
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