CHALFONT ST. GILES, England,
Dec. 3, 2010 /PRNewswire/ -- GE
Healthcare, a unit of General Electric Company (NYSE: GE),
announced today that it is extending its previously announced
tender offer for all of the outstanding capital stock of Clarient,
Inc. (Nasdaq: CLRT) until 12:00 midnight, New York City time, on Thursday, December 16, 2010.
The tender offer has been extended to allow investors to
consider revised disclosures in an amendment to Clarient's
Solicitation/Recommendation Statement on Schedule 14D-9 made
pursuant to a Memorandum of Understanding entered into on behalf of
Clarient, General Electric and Crane Merger Sub, Inc., an indirect,
wholly-owned subsidiary of General Electric, outlining the terms of
the parties' agreement in principle to settle the actions pending
in the Delaware Court of Chancery
captioned In re Clarient, Inc. Shareholder Litigation, C.A.
No. 5932-CC and the Superior Court of California, County of Orange
captioned Herbert Silverberg v.
Clarient, Inc., Master File No. 30-2010-00419685-CU-MC-CXC. The
terms of the proposed settlement are subject to approval by the
Delaware Court of Chancery.
As announced previously, on November 5,
2010, GE Healthcare, through Crane Merger Sub, commenced a
tender offer for all of the outstanding shares of common and
preferred stock of Clarient at $5.00
in cash per common share and $20.00
in cash per preferred share, in each case without interest and less
any required withholding taxes. The tender offer was previously
scheduled to expire at 12:00 midnight, New York City time, on Monday, December 6, 2010. All other terms and
conditions of the tender offer remain unchanged.
As of 5:00 p.m. on December 2, 2010, approximately 42,348,047 common
shares of Clarient and 5,263,158 preferred shares of Clarient
(which were automatically converted into common shares after the
date of tender in accordance with their terms) had been tendered
and not withdrawn pursuant to the tender offer, representing
approximately 47.7% of the outstanding common shares of Clarient,
100% of the previously outstanding preferred shares of Clarient
and approximately 57.77% of the outstanding common and
preferred shares of Clarient on an as converted basis.
ABOUT GE HEALTHCARE:
GE Healthcare provides transformational medical technologies and
services that are shaping a new age of patient care. Our broad
expertise in medical imaging and information technologies, medical
diagnostics, patient monitoring systems, drug discovery,
biopharmaceutical manufacturing technologies, performance
improvement and performance solutions services help our customers
to deliver better care to more people around the world at a lower
cost. In addition, we partner with healthcare leaders, striving to
leverage the global policy change necessary to implement a
successful shift to sustainable healthcare systems.
Our "healthymagination" vision for the future invites the world
to join us on our journey as we continuously develop innovations
focused on reducing costs, increasing access and improving quality
around the world. Headquartered in the United Kingdom, GE Healthcare is a unit of
General Electric Company (NYSE: GE). Worldwide, GE Healthcare
employees are committed to serving healthcare professionals and
their patients in more than 100 countries. For more information
about GE Healthcare, visit our website at www.gehealthcare.com.
For our latest news, please visit
http://newsroom.gehealthcare.com.
Media Contact for GE
Healthcare:
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Dr. Val Jones
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+44 7917 175 192
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val.jones@ge.com
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Investor Contact for
Clarient:
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Matt Clawson
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Allen & Caron Inc
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(949) 474-4300
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matt@allencaron.com
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Important Additional Information
This press release is neither an offer to purchase nor a
solicitation of an offer to sell any securities. In connection with
the proposed transaction, General Electric Company and Crane Merger
Sub, Inc. have filed tender offer documents with the SEC. These
documents have been mailed to all Clarient stockholders of record.
These documents, as they may be amended from time to time, contain
important information about the proposed transaction and Clarient
stockholders are urged to read them carefully and in their entirety
before any decision is made with respect to the proposed
transaction. The tender offer materials may be obtained at no
charge by directing a request by mail to Morrow & Co., LLC, 470
West Avenue – 3rd Floor, Stamford,
CT 06902, or by calling toll-free at (800) 279-6413, and may
also be obtained at no charge at the website maintained by the SEC
at www.sec.gov.
SOURCE GE Healthcare