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Escalon Medical Corp. (ESMC) Succeeds In Acquiring The Majority Of Shares Of Drew Scientific Ltd


10/19/2005 5:11:35 PM

WAYNE, Pa., July 23 /PRNewswire-FirstCall/ -- Escalon Medical Corp. today announced that holders of 67.03% of the outstanding ordinary shares of Drew Scientific Group PLC (London Stock Exchange: DRW) have accepted Escalon's exchange offer for all of the outstanding ordinary shares of Drew Scientific. As a result, the offer is now unconditional, and the offer will be kept open for an additional 21 days to allow holders of Drew Scientific who have not yet tendered to accept the offer.

Escalon had offered 900,000 shares of Escalon common stock in exchange for all the ordinary shares of Drew Scientific Group. Escalon will issue initially in the exchange approximately 603,000 shares of Escalon common stock for the already tendered Drew Scientific shares within the next 14 days. The Company has been advised that if 90% of the shares are tendered, the Company could acquire any remaining ordinary shares of Drew Scientific pursuant to UK law that allows compulsory acquisition of such shares. There can be no assurance that the Company will receive 90% of the shares of Drew Scientific. Drew Scientific is expected to operate as a separate division of Escalon Medical.

"We are very pleased to move ahead with the acquisition of Drew Scientific," commented Richard J. DePiano, Chairman and Chief Executive Officer. "The acquisition is consistent with our strategic plan to provide Escalon with another vehicle for growth. We look forward to Drew Scientific becoming part of our organization and contributing to our future results."

Drew Scientific, based in the U.K., with additional manufacturing operations in Texas and Connecticut, is a diagnostics company specializing in the design, manufacture, sale and distribution of analytical systems for laboratory testing worldwide. Drew Scientific provides instrumentation and consumables for the diagnosis and monitoring of medical disorders in the areas of diabetes, cardiovascular diseases and hematology, as well as veterinary hematology and blood chemistry.

Founded in 1987, Escalon develops, markets and distributes ophthalmic diagnostic, surgical and pharmaceutical products as well as vascular access devices. Escalon seeks to further diversify its product line to achieve critical mass in sales and take better advantage of Escalon's distribution capabilities through internal product development, acquisitions or strategic partnerships. Escalon has headquarters in Wayne, Pennsylvania and manufacturing operations in Long Island, New York and New Berlin, Wisconsin.

Note: This press release contains statements that are considered forward-looking under the Private Securities Litigation Reform Act of 1995, including statements about Escalon's future prospects. They are based on Escalon's current expectations and are subject to a number of uncertainties and risks, and actual results may differ materially. The uncertainties and risks include whether Escalon is able to improve upon the operations of Escalon's business units, generate cash and identify, finance and enter into business relationships and acquisitions, uncertainties and risks related to new product development, commercialization, manufacturing and market acceptance of new products, marketing acceptance of existing products in new markets, research and development activities, including failure to demonstrate clinical efficacy, delays by regulatory authorities, scientific and technical advances by Escalon or third parties, introduction of competitive products, third party reimbursement and physician training as well as general economic conditions. Further information about these and other relevant risks and uncertainties may be found in Escalon's report on Form 10-K, and its other filings with the Securities and Exchange Commission, all of which are available from the Commission as well as other sources.

Escalon Medical Corp.

CONTACT: Richard J. DePiano, Chairman and CEO of Escalon Medical Corp.,+1-610-688-6830; or Alison Ziegler of the Financial Relations Board,+1-212-445-8432, for Escalon Medical Corp.


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