Siemens Corporation, through its wholly owned subsidiary Belfast Merger Co., commenced a tender offer on August 8, 2007 for all of the outstanding shares of common stock of Dade Behring for $77 per share, net to the seller in cash. On September 5, 2007, the tender offer was extended to 12:00 Midnight, New York City time, on Wednesday, September 26, 2007.
Siemens has submitted a draft of the required merger control filing with the European Commission and has since been in discussions with the authority. Siemens believes that it is possible that it might obtain competition law clearance, and therefore be able to close the transaction, during calendar 2007.
Following completion of the tender offer, any remaining shares of Dade Behring Holdings, Inc. will be acquired in a merger at the same price. The transaction is conditioned on, among other things, receipt of regulatory approvals and has a value of approximately $7 billion.
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 €87.3 billion and net income of €3.033 billion, according to U.S. GAAP. Further information is available on the Internet at: www.siemens.com
Siemens Medical Solutions of Siemens AG is one of the world’s largest suppliers to the healthcare industry. The company is known for bringing together innovative medical technologies, healthcare information systems, management consulting, and support services, to help customers achieve tangible, sustainable, clinical and financial outcomes. Recent acquisitions in the area of in-vitro diagnostics – such as Diagnostic Products Corporation and Bayer Diagnostics – mark a significant milestone for Siemens as it becomes the first full service diagnostics company. Employing more than 41,000 people worldwide and operating in over 130 countries, Siemens Medical Solutions reported sales of €8.23 billion, orders of €9.33 billion and group profit of €1.06 billion for fiscal 2006 (Sept. 30), according to U.S. GAAP. Further information can be found by visiting www.siemens.com/medical.-Siemens