Siemens Extends Tender Offer for Acquisition of Dade Behring
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MUNICH, Germany, Sept. 27 / -- Siemens has extended the expiration date for the cash tender offer for all outstanding shares of Dade Behring Holdings, Inc. (NASDAQ:DADE) to Wednesday, October 31, 2007, 12:00 midnight (EDT), as Siemens awaits merger control clearance by the European Commission.
The European Commission's initial investigation period will expire on October 25, 2007, unless extended. U.S. antitrust clearance was already granted on September 17, 2007. Siemens expects to receive European merger control clearance and other regulatory approvals in time to close the transaction during calendar year 2007.
Joe Kaeser, Siemens CFO, stated: "We have made an attractive offer and do expect a smooth completion of the transaction after we have received full clearance from the antitrust authorities."
As of midnight, New York City time, on Wednesday, September 26, 2007, an aggregate of 66,159,433 shares of common stock of Dade Behring had been validly tendered and not withdrawn, representing 82.55 percent of the outstanding common stock of Dade Behring.
While Siemens previously announced that it expected to close the transaction in the first calendar quarter of 2008, it now expects to close the transaction during the fourth quarter of calendar year 2007. Following completion of the tender offer, any remaining shares of Dade Behring will be acquired in a merger at the same price. The transaction has a value of approximately $7 billion. The tender offer is being made by a subsidiary of Siemens pursuant to an Agreement and Plan of Merger, dated as of July 25, 2007, by and among Siemens Corporation, its subsidiary, Belfast Merger Co., and Dade Behring.
Siemens (Berlin and Munich) is a global powerhouse in electrical engineering and electronics. The company has around 475,000 employees (incl. discontinued operations) working to develop and manufacture products, design and install complex systems and projects, and tailor a wide range of services for individual requirements. Siemens provides innovative technologies and comprehensive know-how to benefit customers in over 190 countries. Founded more than 160 years ago, the company focuses on the areas of Information and Communications, Automation and Control, Power, Transportation, Medical, and Lighting. In fiscal 2006 (ended September 30), Siemens had sales of euro 87.3 billion and net income of euro 3.033 billion, according to U.S. GAAP. Further information is available on the Internet at: www.siemens.com
About Dade Behring, Inc.
With 2006 revenue of more than US$1.7 billion, Dade Behring offers a wide range of products, systems and services designed to meet the day-to-day needs of clinical laboratories, delivering innovative solutions to customers and enhancing the quality of life for patients. Additional company information is available on the Internet at www.dadebehring.com.
This announcement is for informational purposes only and does not constitute an offer to purchase nor a solicitation of an offer to sell any securities. The Tender Offer Statement on Schedule TO, the Offer to Purchase and related materials filed by Siemens with the Securities and Exchange Commission ("SEC") contain important information and should be read carefully before any decision is made with respect to the tender offer. These materials are available at no charge on the SEC's web site (http://www.sec.gov/) and requests for additional copies of such materials may be directed to Georgeson Inc., the Information Agent for the tender offer. The Information Agent can be reached at 17 State Street, 10th Floor, New York, New York 10004. Banks and brokers can call +1 (212) 440-9800 and all others can call toll free at (888) 605-7608.
FCMN Contact: francesca.lavelle@siemens.com
Source: Siemens
CONTACT: Constantin Birnstiel of Siemens, constanti.birnstiel@siemens.com
Web site: www.siemens.com/
http://www.dadebehring.com/
