Bayer HealthCare Affiliate MEDRAD Announces Completion of Subsequent Offering Period for Shares of Possis Medical
April 02 2008 - 7:30AM
PR Newswire (US)
Merger to be Completed Shortly LEVERKUSEN, Germany and PITTSBURGH,
Pennsylvania, April 2 /PRNewswire-FirstCall/ -- Bayer HealthCare
affiliate MEDRAD, Inc. announced today the completion of its tender
offer for the outstanding shares of common stock of Possis Medical,
Inc. (NASDAQ:POSS). The depositary for the offer has advised MEDRAD
that, as of the expiration of the subsequent offer period at 5:00
p.m., New York City time, on Tuesday, April 1, 2008, a total of
15,835,892 Possis Medical shares had been validly tendered in the
offer which represents approximately 93.0 percent of the
outstanding shares. MEDRAD, through its wholly owned subsidiary
Phoenix Acquisition Corp. has accepted for purchase all shares that
were validly tendered in the offer. MEDRAD expects to effect a
merger of its subsidiary with and into Possis Medical without a
vote or meeting of Possis Medical's shareholders as soon as
practicable. In the merger, each outstanding Possis Medical share
not tendered and purchased in the offer (other than those as to
which holders properly exercise appraisal rights) will
automatically be canceled and converted pursuant to Minnesota law
into the right to receive the same US-Dollar 19.50 per share, net
to the seller in cash, without interest thereon and subject to
reduction for any applicable withholding taxes, that was paid in
the tender offer. As a result of the merger, Possis Medical will
become a wholly-owned subsidiary of MEDRAD. Following the merger,
Possis Medical's common stock will cease to be traded on the
NASDAQ. About MEDRAD MEDRAD, Inc. is a worldwide leading provider
of medical devices and services that enable and enhance imaging
procedures of the human body. Used in diagnostic imaging, MEDRAD's
product offerings include a comprehensive line of vascular
injection systems, magnetic resonance (MR) surface coils and
patient care products, and equipment services. Total 2007 revenues
were US-Dollar 525 million. MEDRAD is a 2003 recipient of the
Malcolm Baldrige National Quality Award, the top honor a U.S.
company can receive for quality and business excellence. The
company's world headquarters is near Pittsburgh, Pennsylvania, in
the United States. MEDRAD is an affiliate of Bayer AG and employs
over 1,700. More company information is available at
http://www.medrad.com/. About Possis Medical Possis Medical
develops, manufactures and markets pioneering medical devices for
the large and growing cardiovascular and vascular treatment
markets. The Company's AngioJet System is the world's leading
mechanical thrombectomy system with FDA approval to remove large
and small thrombus from coronary arteries, coronary bypass grafts,
peripheral arteries and veins, A-V grafts and native fistulas.
About Bayer HealthCare Bayer AG is a global enterprise with core
competencies in the fields of health care, nutrition and high-tech
materials. Its subgroup Bayer HealthCare is one of the world's
leading, innovative companies in the healthcare and medical
products industry and is based in Leverkusen, Germany. The company
combines the global activities of the Animal Health, Consumer Care,
Diabetes Care, and Pharmaceuticals divisions. The Pharmaceuticals
division comprises the following business units: Women's
Healthcare, Diagnostic Imaging, Specialized Therapeutics,
Hematology/Cardiology, Primary Care, and Oncology. The company's
aim is to discover and manufacture products that will improve human
and animal health worldwide. The products enhance well being and
quality of life by diagnosing, preventing and treating diseases.
Forward-Looking Statements This release may contain forward-looking
statements based on current assumptions and forecasts made by Bayer
Group or subgroup management. Various known and unknown risks,
uncertainties and other factors could lead to material differences
between the actual future results, financial situation, development
or performance of the company and the estimates given here. These
factors include those discussed in Bayer's public reports which are
available on the Bayer website at http://www.bayer.com/. The
company assumes no liability whatsoever to update these
forward-looking statements or to conform them to future events or
developments. Contact: Bayer HealthCare: Oliver Renner, phone:
+49-30-468-12431 Head Global Public Relations & Public Affairs
Email: MEDRAD: Luanne Radermacher, phone: +1-724-940-7968 Director,
Corporate Affairs Email: or (2008-0137E) DATASOURCE: Bayer
HealthCare CONTACT: Contact: Bayer HealthCare: Oliver Renner,
phone: +49-30-468-12431, Head Global Public Relations & Public
Affairs, Email: ; MEDRAD: Luanne Radermacher, phone:
+1-724-940-7968, Director, Corporate Affairs, Email: , or
(2008-0137E)
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