FSH Fisher Scientific

Thermo Electron Corporation (NYSE: TMO) and Fisher Scientific International Inc. (NYSE: FSH) announced today that they have provided conversion-right notices to the holders of Fisher�s 2.50 percent Convertible Senior Notes due 2023 (CUSIP No. 338032AW5 and 338032AP0) (the �2.50 percent Securities�), Fisher�s Floating Rate Convertible Senior Debentures due 2033 (CUSIP No. 03760AAK7) (the �Floating Rate Securities�) and Fisher�s 3.25 percent Convertible Senior Subordinated Notes due 2024 (CUSIP No. 338032AX3) (the �3.25 percent Securities,� and together with the 2.50 percent Securities and Floating Rate Securities, the �Securities�). Their right to convert such Securities is a result of the planned merger between Thermo and Fisher. The companies expect the merger to be completed in the fourth quarter following regulatory approval. On Aug. 30, 2006, stockholders of both companies voted to approve the merger. The current conversion price of the 2.50 percent Securities is $47.46 per share of Fisher common stock, the current conversion price of the Floating Rate Securities is $59.09 per share of Fisher common stock and the current conversion price of the 3.25 percent Securities is $80.40 per share of Fisher common stock. The notice gives holders the option to surrender the Securities for conversion beginning Oct. 2 until 15 calendar days after the effective date of the merger. Conversions are effective as of the close of business on the date that the Securities are properly surrendered for conversion. In accordance with the terms of the Securities, holders surrendering their Securities before the effective date of the merger will be entitled to receive cash representing the principal portion of the Securities and cash and/or shares of Fisher common stock representing the in-the-money portion of the Securities, if applicable. Holders surrendering their Securities after the effective date of the merger will be entitled to receive cash representing the principal portion of the Securities and cash and/or the corresponding number of shares of Thermo common stock representing the in-the-money portion of the Securities, if applicable, based on the exchange ratio in the merger of 2.0 shares of Thermo common stock for each share of Fisher common stock. The Bank of New York as successor to J. P. Morgan Trust Company N.A. is the Trustee for the 2.50 percent Securities and the 3.25 percent Securities. All questions relating to the mechanics of the conversions for the 2.50 percent Securities and the 3.25 percent Securities should be directed to Francine Springer at The Bank of New York as successor to J.P. Morgan Trust Company N.A, 212-623-5782. The Bank of New York Trust Company, N.A. is the Trustee for the Floating Rate Securities. All questions concerning the mechanics of the conversion for the Floating Rate Securities should be directed to Evangeline Gonzales at The Bank of New York, Corporate Trust Operations, 212-815-3738. About Thermo Electron Thermo Electron Corporation (NYSE: TMO) is the world leader in analytical instruments. Our instrument solutions enable our customers to make the world a healthier, cleaner and safer place. Thermo�s Life and Laboratory Sciences segment provides analytical instruments, scientific equipment, services and software solutions for life science, drug discovery, clinical, environmental and industrial laboratories. Thermo�s Measurement and Control segment is dedicated to providing analytical instruments used in a variety of manufacturing processes and in-the-field applications, including those associated with safety and homeland security. For more information, visit http://www.thermo.com. Fisher Scientific: The World Leader in Serving Science Fisher Scientific International Inc. (NYSE: FSH) is a leading provider of products and services to the scientific community. Fisher facilitates discovery by supplying researchers and clinicians in labs around the world with the tools they need. We serve pharmaceutical and biotech companies; colleges and universities; medical-research institutions; hospitals; reference, quality-control, process-control and R&D labs in various industries; as well as government agencies. From biochemicals, cell-culture media and proprietary RNAi technology to rapid-diagnostic tests, safety products and other consumable supplies, Fisher provides more than 600,000 products and services. This broad offering, combined with Fisher�s globally integrated supply chain and unmatched sales and marketing capabilities, helps make our 350,000 customers more efficient and effective at what they do. Founded in 1902, Fisher Scientific is a FORTUNE 500 company and is a component of the S&P 500 Index. With approximately 19,500 employees worldwide, the company had revenues of $5.6 billion in 2005. Fisher Scientific is a company committed to delivering on our promises � to customers, shareholders and employees alike. Additional information about Fisher is available on the company�s Web site at www.fisherscientific.com. Forward-Looking Statements Information set forth in this press release contains forward-looking statements, which involve a number of risks and uncertainties. Thermo Electron and Fisher Scientific caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Thermo Electron and Fisher Scientific, including future financial and operating results, the new company�s plans, objectives, expectations and intentions and other statements that are not historical facts. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in Thermo Electron�s and Fisher Scientific�s filings with the Securities and Exchange Commission (the �SEC�), including their respective Quarterly Reports on Form 10-Q for the second quarter of 2006. These include risks and uncertainties relating to: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the transaction may not be fully realized or may take longer to realize than expected; disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; competition and its effect on pricing, spending, third-party relationships and revenues; the need to develop new products and adapt to significant technological change; implementation of strategies for improving internal growth; use and protection of intellectual property; dependence on customers� capital spending policies and government funding policies; realization of potential future savings from new productivity initiatives; dependence on customers that operate in cyclical industries; general worldwide economic conditions and related uncertainties; the effect of changes in governmental regulations; exposure to product liability claims in excess of insurance coverage; and the effect of exchange rate fluctuations on international operations. The parties undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. Thermo Electron Corporation (NYSE: TMO) and Fisher Scientific International Inc. (NYSE: FSH) announced today that they have provided conversion-right notices to the holders of Fisher's 2.50 percent Convertible Senior Notes due 2023 (CUSIP No. 338032AW5 and 338032AP0) (the "2.50 percent Securities"), Fisher's Floating Rate Convertible Senior Debentures due 2033 (CUSIP No. 03760AAK7) (the "Floating Rate Securities") and Fisher's 3.25 percent Convertible Senior Subordinated Notes due 2024 (CUSIP No. 338032AX3) (the "3.25 percent Securities," and together with the 2.50 percent Securities and Floating Rate Securities, the "Securities"). Their right to convert such Securities is a result of the planned merger between Thermo and Fisher. The companies expect the merger to be completed in the fourth quarter following regulatory approval. On Aug. 30, 2006, stockholders of both companies voted to approve the merger. The current conversion price of the 2.50 percent Securities is $47.46 per share of Fisher common stock, the current conversion price of the Floating Rate Securities is $59.09 per share of Fisher common stock and the current conversion price of the 3.25 percent Securities is $80.40 per share of Fisher common stock. The notice gives holders the option to surrender the Securities for conversion beginning Oct. 2 until 15 calendar days after the effective date of the merger. Conversions are effective as of the close of business on the date that the Securities are properly surrendered for conversion. In accordance with the terms of the Securities, holders surrendering their Securities before the effective date of the merger will be entitled to receive cash representing the principal portion of the Securities and cash and/or shares of Fisher common stock representing the in-the-money portion of the Securities, if applicable. Holders surrendering their Securities after the effective date of the merger will be entitled to receive cash representing the principal portion of the Securities and cash and/or the corresponding number of shares of Thermo common stock representing the in-the-money portion of the Securities, if applicable, based on the exchange ratio in the merger of 2.0 shares of Thermo common stock for each share of Fisher common stock. The Bank of New York as successor to J. P. Morgan Trust Company N.A. is the Trustee for the 2.50 percent Securities and the 3.25 percent Securities. All questions relating to the mechanics of the conversions for the 2.50 percent Securities and the 3.25 percent Securities should be directed to Francine Springer at The Bank of New York as successor to J.P. Morgan Trust Company N.A, 212-623-5782. The Bank of New York Trust Company, N.A. is the Trustee for the Floating Rate Securities. All questions concerning the mechanics of the conversion for the Floating Rate Securities should be directed to Evangeline Gonzales at The Bank of New York, Corporate Trust Operations, 212-815-3738. About Thermo Electron Thermo Electron Corporation (NYSE: TMO) is the world leader in analytical instruments. Our instrument solutions enable our customers to make the world a healthier, cleaner and safer place. Thermo's Life and Laboratory Sciences segment provides analytical instruments, scientific equipment, services and software solutions for life science, drug discovery, clinical, environmental and industrial laboratories. Thermo's Measurement and Control segment is dedicated to providing analytical instruments used in a variety of manufacturing processes and in-the-field applications, including those associated with safety and homeland security. For more information, visit http://www.thermo.com. Fisher Scientific: The World Leader in Serving Science Fisher Scientific International Inc. (NYSE: FSH) is a leading provider of products and services to the scientific community. Fisher facilitates discovery by supplying researchers and clinicians in labs around the world with the tools they need. We serve pharmaceutical and biotech companies; colleges and universities; medical-research institutions; hospitals; reference, quality-control, process-control and R&D labs in various industries; as well as government agencies. From biochemicals, cell-culture media and proprietary RNAi technology to rapid-diagnostic tests, safety products and other consumable supplies, Fisher provides more than 600,000 products and services. This broad offering, combined with Fisher's globally integrated supply chain and unmatched sales and marketing capabilities, helps make our 350,000 customers more efficient and effective at what they do. Founded in 1902, Fisher Scientific is a FORTUNE 500 company and is a component of the S&P 500 Index. With approximately 19,500 employees worldwide, the company had revenues of $5.6 billion in 2005. Fisher Scientific is a company committed to delivering on our promises -- to customers, shareholders and employees alike. Additional information about Fisher is available on the company's Web site at www.fisherscientific.com. Forward-Looking Statements Information set forth in this press release contains forward-looking statements, which involve a number of risks and uncertainties. Thermo Electron and Fisher Scientific caution readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Thermo Electron and Fisher Scientific, including future financial and operating results, the new company's plans, objectives, expectations and intentions and other statements that are not historical facts. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in Thermo Electron's and Fisher Scientific's filings with the Securities and Exchange Commission (the "SEC"), including their respective Quarterly Reports on Form 10-Q for the second quarter of 2006. These include risks and uncertainties relating to: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the transaction may not be fully realized or may take longer to realize than expected; disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; competition and its effect on pricing, spending, third-party relationships and revenues; the need to develop new products and adapt to significant technological change; implementation of strategies for improving internal growth; use and protection of intellectual property; dependence on customers' capital spending policies and government funding policies; realization of potential future savings from new productivity initiatives; dependence on customers that operate in cyclical industries; general worldwide economic conditions and related uncertainties; the effect of changes in governmental regulations; exposure to product liability claims in excess of insurance coverage; and the effect of exchange rate fluctuations on international operations. The parties undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.