Inverness Medical Innovations and Cholestech Corporation Announce Expiration of Hart-Scott-Rodino Waiting Period
July 25 2007 - 12:23PM
PR Newswire (US)
WALTHAM, Mass., July 25 /PRNewswire-FirstCall/ -- Inverness Medical
Innovations, Inc. (AMEX:IMA) and Cholestech Corporation
(NASDAQ:CTEC) today announced that the waiting period required
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with
respect to Inverness' proposed acquisition of Cholestech has
expired without a request for additional information. "While we
fully expected this outcome, we are nevertheless delighted to be
able to move forward expeditiously with closing this exciting deal
pending approval by Cholestech's shareholders," said Ron Zwanziger,
CEO and President of Inverness. "The combination of Inverness and
Cholestech will provide a unique opportunity to comprehensively
assess cardiac risk, diagnose cardiac conditions and potentially
monitor the condition and response to therapy of cardiac patients."
Commenting on the development, Warren Pinckert II, President and
Chief Executive Officer of Cholestech, said, "We are excited for
the opportunity to move forward in bringing Inverness' new product
pipeline of cardiac markers to Cholestech's installed base of
physician offices, and are glad to be past this important milestone
in closing the deal." Inverness, a leading manufacturer and
marketer of rapid diagnostic products for the consumer and
professional markets, expects opportunities to develop between
Cholestech and its existing point of care organization as well as
with those of other recently acquired and to-be-acquired companies.
Cholestech is a leading provider of diagnostic tools and
information for immediate risk assessment and therapeutic
monitoring of heart disease and inflammatory disorders. The
acquisition is structured as a stock for stock merger at a fixed
exchange ratio of 0.43642 shares of Inverness common stock for each
share of common stock of Cholestech, and is currently scheduled to
close in Q3. About Inverness Inverness Medical Innovations is a
leading developer of advanced diagnostic devices and is presently
exploring new opportunities for its proprietary electrochemical and
other technologies in a variety of diagnostic applications
including immuno-diagnostics with a focus on infectious disease,
cardiology, drugs of abuse and pregnancy. The Company's new product
development efforts, as well as its position as a leading supplier
of consumer pregnancy and fertility/ovulation tests and rapid
point-of-care diagnostics, are supported by the strength of its
intellectual property portfolio. Inverness is headquartered in
Waltham, Massachusetts. For additional information on Inverness
Medical Inc., please visit our website at
http://www.invernessmedical.com/ . About Cholestech Cholestech is
committed to enabling people to lead longer, healthier and more
active lives. Cholestech provides easy to use, accessible
diagnostic tools and information to health care practitioners in
over 35 countries around the world. Cholestech offers efficient and
economic diagnostic testing for cholesterol and related lipids and
liver enzymes at the point of care. Health care providers can use
the CLIA-waived Cholestech LDX(R) System and the hs-CRP test, which
is cleared by the FDA for use in moderate complexity labs, to
initiate and monitor the progress of patient therapy. By providing
effective disease management solutions, Cholestech's goal is to be
a leading provider of diagnostic tools and information for
immediate risk assessment and therapeutic monitoring of heart
disease and inflammatory disorders. Cholestech LDX is a registered
trademark of Cholestech Corporation. All other trademarks mentioned
in this document are the property of their respective owners. For
more information about Cholestech and its products visit us on the
web at http://www.cholestech.com/ . Additional Information About
the Proposed Transaction and Where to Find It: Inverness has filed
with the SEC a registration statement on Form S-4 in connection
with the proposed transaction, which includes Cholestech's
preliminary proxy statement and Inverness' preliminary prospectus
for the proposed transaction. The registration statement has not
yet been declared effective, and a definitive proxy
statement/prospectus is not yet available. THE REGISTRATION
STATEMENT AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS WILL
CONTAIN IMPORTANT INFORMATION ABOUT INVERNESS, CHOLESTECH, THE
TRANSACTION AND RELATED MATTERS. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE REGISTRATION STATEMENT AND THE DEFINITIVE PROXY
STATEMENT/PROSPECTUS CAREFULLY WHEN THEY ARE AVAILABLE. Free copies
of the registration statement and the proxy statement/prospectus
and other documents filed with the SEC by Inverness and Cholestech
can be obtained through the web site maintained by the SEC at
http://www.sec.gov/ . In addition, free copies of the registration
statement and the proxy statement/prospectus will be available from
Inverness by contacting Shareholder Relations at (781) 647-3900 or
or from Cholestech by contacting Jack Glenn at (510) 781-5065 or .
Inverness and its directors and executive officers may be deemed to
be participants in the solicitation of proxies from the
shareholders of Cholestech in connection with the proposed
transaction. Information regarding the special interests of these
directors and executive officers in the proposed transaction will
be included in the definitive proxy statement/prospectus described
above. Additional information regarding these directors and
executive officers is also included in Inverness' proxy statement
for its 2007 Annual Meeting of Stockholders, which was filed with
the SEC on or about April 9, 2007. This document is available free
of charge at the SEC's web site at http:www.sec.gov and from
Inverness by contacting Inverness at Shareholder Relations at (781)
647-3900 or . Cholestech and its directors and executive officers
also may be deemed to be participants in the solicitation of
proxies from the shareholders of Cholestech in connection with the
proposed transaction. Information regarding the special interests
of these directors and executive officers in the proposed
transaction will be included in the definitive proxy
statement/prospectus described above. Additional information
regarding these directors and executive officers is also included
in Cholestech's amended Annual Report on Form 10-K/A for the fiscal
year ended March 31, 2007, which was filed with the SEC on or about
July 19, 2007. This document is available free of charge at the
SEC's web site at http://www.sec.gov/ and from Cholestech by
contacting Jack Glenn at (510) 781-5065 or . Cautionary Note
Regarding Forward-Looking Statements This press release may contain
forward-looking statements within the meaning of the federal
securities laws, including statements regarding potential synergies
and benefits of the proposed business combination. These statements
reflect the parties' current views with respect to future events
and are based on their respective management's current assumptions
and information currently available. Actual results may differ
materially due to numerous factors including, without limitation,
risks associated with market and economic conditions, Inverness'
ability to consummate the acquisition, which is subject to approval
by the shareholders of Cholestech; Inverness' ability to integrate
this and other acquisitions and to recognize expected synergies;
Inverness' ability to continue to successfully develop and
manufacture diagnostic testing products and to commercialize
products, particular in the area of cardiac care, and the risks and
uncertainties described in Inverness' annual report on Form 10-K,
as amended, for the period ended December 31, 2006, and other
factors identified from time to time in its periodic filings with
the Securities and Exchange Commission. Inverness undertakes no
obligation to update any forward-looking statements contained
herein. Safe Harbor Statement of Cholestech Corporation Under the
Private Securities Litigation Reform Act of 1995: This release
contains forward-looking statements as defined in the Private
Securities Litigation Reform Act of 1995. Actual results may differ
materially from those in the forward-looking statements due to
risks and uncertainties, including: risks inherent to the
regulatory approval process; market acceptance and demand for our
current and future products; further regulatory changes and
guidelines affecting the healthcare system in the United States;
risks inherent to future sales growth and the research and
development process; the ability to execute proposed initiatives
and other factors. Additional considerations and important risk
factors are described in Cholestech's Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q and other filings with the
Securities and Exchange Commission. DATASOURCE: Inverness Medical
Innovations, Inc. CONTACT: Doug Guarino, Director of Corporate
Relations, for Inverness Medical Innovations, Inc.,
+1-781-647-3900, or Warren Pinckert, for Cholestech, +1-510293-8004
Web site: http://www.invernessmedical.com/
http://www.cholestech.com/
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