Biosite Receives Revised Offer from Inverness Medical Regarding Possible Cash Tender Offer
Share:
SAN DIEGO, May 10 -- Biosite Incorporated (NASDAQ:BSTE) today announced that it has received a letter from Inverness Medical Innovations, Inc. (AMEX:IMA) contemplating an offer by Inverness to purchase, by way of a cash tender offer, 100% of the outstanding shares of common stock of Biosite not already owned by Inverness for $92.50 per share in cash. The letter was accompanied by a merger agreement signed by Inverness and copies of signed commitment letters from Inverness' proposed financing sources.
The letter from Inverness states that Inverness may withdraw its offer in the event that Biosite does not make a public announcement by 5:00 p.m., Pacific Daylight Time, on Thursday, May 10, 2007, to the effect that, among other things, the Biosite Board of Directors has determined that the Inverness offer constitutes a superior proposal (as defined in the existing merger agreement between Biosite and Beckman Coulter, Inc. (NYSE:BEC)). In addition, the letter from Inverness states that Inverness may withdraw its offer in the event that Biosite fails to transmit a written notice to Beckman Coulter by 5:00 p.m., Pacific Daylight Time, on Thursday, May 10, 2007, stating that the matching period (as defined in the existing merger agreement between Biosite and Beckman Coulter) shall expire no later than 11:59 p.m., Eastern Daylight Time, on Tuesday, May 15, 2007. The letter from Inverness further contemplates that, in the event that the Inverness offer has not been withdrawn, the offer will remain open until 8:00 a.m., Eastern Daylight Time, on Wednesday, May 16, 2007. Complete copies of the letter from Inverness, the merger agreement signed by Inverness and the revised commitment letters are being filed with the SEC as exhibits to Amendment No. 15 to Biosite's Schedule 14D-9 relating to Biosite's existing merger agreement with Beckman Coulter.
The Biosite Board is evaluating Inverness' offer, with the assistance of its financial advisor, Goldman Sachs & Co., and its legal advisors, Cooley Godward Kronish LLP and Potter Anderson & Corroon LLP.
As previously announced, a subsidiary of Beckman Coulter has commenced a cash tender offer pursuant to which such subsidiary is offering to acquire all of Biosite's outstanding shares of common stock for $90.00 per share. Unless the tender offer is extended by Beckman Coulter, it and any withdrawal rights to which Biosite's stockholders may be entitled will expire at 12:00 midnight, New York City time, on Tuesday, May 15, 2007 (the end of the day on Tuesday).
About Biosite
Biosite Incorporated is a leading bio-medical company commercializing proteomics discoveries for the advancement of medical diagnosis. The company's products contribute to improvements in medical care by aiding physicians in the diagnosis of critical diseases and health conditions. The Biosite Triage® 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 www.biosite.com.
Source: Biosite Incorporated
CONTACT: Nadine Padilla, Vice President, Corporate & Investor Relations,
+1-858-805-2820;Web site: www.biosite.com/
Company News On-Call: http://prnewswire.com/comp/116737.html
