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Danaher Agrees on $103 Million Cash Offer for Genetix Group plc (GTX.L)


12/18/2009 6:48:27 AM

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WASHINGTON, Dec. 18 /PRNewswire-FirstCall/ -- Danaher Corporation announced today its intention to make a recommended cash takeover offer, through an indirect wholly owned subsidiary, to acquire all of the issued and to be issued shares of Genetix Group plc (GTX:AIM) for 85 pence per share implying an aggregate price of approximately GBP 50 million pounds (USD $82 million) net of cash acquired.

The offer enjoys the recommendation of the Board of Genetix who have undertaken to accept the offer.

Together with the Board, shareholders have provided hard irrevocable undertakings to accept the offer amounting to over 77% of the issued share capital in aggregate.

In accordance with standard U.K. practice, the offer will become unconditional upon acceptance by the holders of not less than 90% of the Genetix Ltd issued and to be issued shares. The offer is subject to customary closing conditions. Danaher anticipates completing the transaction during the first quarter of 2010.

Genetix, headquartered in New Milton, Hampshire, UK provides scientists and clinicians with solutions for imaging and intelligent image analysis to facilitate development of pharmaceuticals and biotherapeutics, mainstream research, and clinical diagnostics with fiscal 2008 revenues of approximately GBP 26 million (USD $42 million).

All references to U.S. dollars herein use a GBP conversion rate of 1 pound GBP = $1.63 USD

About Danaher

Danaher (NYSE: DHR), based in Washington. D.C., is a diversified technology leader that designs, manufactures, and markets innovative products and services to professional, medical, industrial, and commercial customers. Our portfolio of premier brands is among the most highly recognized in each of the markets we serve. Driven by the Danaher Business System, our 50,000 associates serve customers in more than 125 countries and generated $12.7 billion of revenue in 2008. For more information please visit our website: www.danaher.com.

Statements in this document that are not strictly historical, including statements regarding the offer and the proposed acquisition and any other statements about managements' future expectations, beliefs, goals, plans or prospects, may constitute forward looking statements. There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements. These factors include, among other things: general economic conditions and conditions affecting the industries in which the Company and Genetix operate; the uncertainty of regulatory approvals; the parties' ability to satisfy the closing conditions and consummate the transactions; Danaher's ability to successfully integrate Genetix's operations and employees with Danaher's existing business; and the ability to realize anticipated growth, synergies and cost savings. Additional information regarding factors that may cause actual results to differ materially from these forward-looking statements is available in Danaher's SEC filings, including Danaher's 2008 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the quarter ended October 2, 2009. These forward-looking statements speak only as of the date of this release and Danaher does not assume any obligation to update any forward-looking statement.

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