SAN DIEGO, April 20 /PRNewswire-FirstCall/ -- Biosite Incorporated
(Nasdaq: BSTE) today announced that, on April 19, 2007, Inverness Medical
Innovations, Inc. (Amex: IMA) provided Biosite with copies of further
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. As previously announced, Inverness provided Biosite with copies of
an initial set of commitment letters on April 4, 2007 and a revised set of
commitment letters on April 17, 2007. Complete copies of the commitment
letters received on April 19, 2007 (which, among other things, identify
certain conditions to the financing contemplated thereby) are being filed
today with the SEC as exhibits to Amendment No. 7 to Biosite's Schedule
14D-9 relating to its pending merger 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The Biosite Board has not withdrawn, qualified, modified, changed or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.
SOURCE Biosite Incorporated
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Related links:
http://www.biosite.com
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CONTACT:
Nadine Padilla, Vice President, Corporate &
Investor Relations of Biosite Incorporated, +1-858-805-2820; or
Joele Frank or Dan Katcher, both of Joele Frank, Wilkinson
Brimmer Katcher, +1-212-335-4449, for Biosite Incorporated
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