CARLSBAD, Calif., March 22 /PRNewswire/ -- Medex, Inc. (“the Company”) today announced that it has commenced a cash tender offer for any and all of its 8 7/8% Senior Subordinated Notes due 2013 (CUSIP: 584105AB6) (the “Notes”) and a consent solicitation to amend the related indenture. The terms and conditions are set forth in the Offer to Purchase and Consent Solicitation Statement dated March 22, 2005 (the “Statement”). The Company was acquired by Smiths Group on March 21, 2005 and is now a wholly-owned subsidiary of Smiths Group.
The tender offer is subject to the satisfaction of certain conditions, including the condition that at least 90% of the outstanding Notes are tendered. Any or all of the conditions, other than the condition that holders of at least a majority of the outstanding Notes consent to the proposed indenture amendments, may be waived by the Company in its sole discretion. Further details concerning the tender offer and consent solicitation are set forth in the Statement.
The Company has engaged Morgan Stanley & Co. Incorporated as Dealer Manager and Solicitation Agent for the tender offer and consent solicitation. Persons with questions regarding the tender offer or the consent solicitation should be directed to Morgan Stanley toll-free at 800-624-1808 or collect at 212-761-1457 (attention: Riccardo Cumerlato). Wachovia Bank, National Association is acting as Depositary. Requests for documents should be directed to D.F. King & Co., Inc., the Information Agent for the tender offer and consent solicitation, toll-free at 800-488-8075 or collect at 212-269-5550.
This press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of a consent with respect to any of the Notes. The tender offer and consent solicitation are being made solely by the Statement.
About Smiths Group
Smiths Group offers advanced technology solutions in medical, aerospace, detection, and specialty engineering sectors. Listed on the London Stock Exchange (SMIN), the company recorded sales of 2.7 billion pounds Sterling ($4.7 billion) and pre-tax profit on ordinary activities of 350m pounds Sterling ($613m) for the year ended 31 July 2004. Close to 60% of operating income originates from the United States, where 13,000 of the company’s total 27,000 people are employed. For further information concerning Smiths Group, please visit its website at http://www.smiths-group.com/
About Medex
Medex is a global manufacturer and marketer of critical care and alternate care medical products used in both acute and alternate care settings for a variety of therapeutic, diagnostic and long-term procedures. Medex markets and sells critical care systems and products to over 5,500 hospitals, health care systems, and alternate healthcare settings in more than 75 countries through a global sales force and distribution network. Headquartered in Carlsbad, California, the Company employs approximately 2,000 people worldwide. For more information please visit http://www.medex.com/.
Contact: Gregory Aranaga Director, Corporate Communications +1 760.602.4455 garanaga@medex.comhttp://www.medex.com/
Medex, Inc.
CONTACT: Gregory Aranaga, Director, Corporate Communications of Medex,Inc., +1-760-602-4455, garanaga@medex.com
Web site: http://www.smiths-group.com/
Web site: http://www.medex.com/