Danaher Successfully Acquires 94% of Sybron Dental Specialties, Inc.'s Shares
19 May 2006 - 11:00PM
PR Newswire (US)
WASHINGTON and NEWPORT BEACH, Calif., May 19 /PRNewswire-FirstCall/
-- Danaher Corporation (NYSE:DHR) and Sybron Dental Specialties,
Inc. (NYSE:SYD) jointly announced today the expiration, as of
Midnight, New York City time, on May 18, 2006, of the subsequent
offering period in the tender offer made by Smile Acquisition
Corp., Danaher Corporation's indirect wholly owned subsidiary, for
all of the outstanding shares of Sybron Dental Specialties, Inc.
common stock. The initial tender offer period expired on May 15,
2006. According to the final report of the depositary for the
offer, as of the expiration of the subsequent offer period, 94% of
Sybron's outstanding common stock (excluding shares subject to
guaranteed delivery) were validly tendered and not withdrawn. Smile
will acquire all of the remaining outstanding shares of Sybron
common stock by means of a short-form merger under Delaware law. In
this merger, Smile will merge with and into Sybron and Sybron will
become an indirect wholly owned subsidiary of Danaher. In the
merger, each share of Sybron's outstanding common stock will be
cancelled and (except for shares held by Danaher, Smile or
stockholders properly exercising dissenters' rights) will be
converted into the right to receive $47.00 per share, net to the
seller in cash without interest. Following the merger, detailed
instructions will be mailed to Sybron stockholders who did not
tender in the offer outlining the steps to be taken to obtain the
merger consideration. Danaher Corporation is a leading manufacturer
of Professional Instrumentation, Industrial Technologies, and Tools
and Components. (http://www.danaher.com/) Sybron Dental Specialties
and its subsidiaries are leading manufacturers of both a broad
range of value-added products for the dental profession, including
the specialty markets of orthodontics, endodontics and
implantology, and a variety of infection prevention products for
use by the medical profession. (http://www.sybrondental.com/)
DATASOURCE: Danaher Corporation CONTACT: Andy Wilson, Vice
President, Investor Relations, Danaher Corporation,
+1-202-828-0850, Fax: +1-202-828-0860 Web site:
http://www.danaher.com/ http://www.sybrondental.com/
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