NEW BRUNSWICK, N.J., Jan. 8 /PRNewswire-FirstCall/ -- Johnson & Johnson reaffirmed today that it expects to consummate the acquisition of Guidant Corporation immediately following a favorable shareholder vote by Guidant shareholders on January 31. All other conditions to close have been satisfied.
“We continue to believe that the agreed upon Johnson & Johnson deal represents a better offer for Guidant Corporation, its shareholders and its employees than the recently announced Boston Scientific proposal,” said William C. Weldon, Johnson & Johnson chairman and chief executive officer. “Johnson & Johnson has the capacity to invest in Guidant’s future. We intend to dedicate the resources necessary to enable Guidant to achieve a full and complete recovery in the cardiac rhythm management market, and to achieve and sustain leadership in interventional cardiology.”
“Guidant shareholders will find the certainty and imminence of our transaction compelling,” he continued. Johnson & Johnson has secured Federal Trade Commission, European Commission and other regulatory bodies’ clearance of the acquisition and is satisfied that no other issues such as rights to intellectual property will impede the close of the Johnson & Johnson/Guidant merger.
Weldon continued: “In becoming shareholders of Johnson & Johnson through the exchange of Guidant stock, Guidant shareholders would join a group of investors who have seen our company achieve over 70 consecutive years of sales growth, more than 20 years of increased earnings, and 43 consecutive years of dividend growth. With substantial investments in medical device research annually, coupled with equally strong research and development investment across our diverse business portfolio, we expect to continue a strong pattern of solid growth into the future.”
Johnson & Johnson is the world’s most comprehensive and broadly based manufacturer of health care products, as well as a provider of related services, for the consumer, pharmaceutical, and medical devices and diagnostics markets. The more than 200 Johnson & Johnson operating companies employ approximately 115,000 men and women in 57 countries and sell products throughout the world.
(This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations and projections. Risks and uncertainties include general industry conditions and competition; economic conditions, such as interest rate and currency exchange rate fluctuations; technological advances and patents attained by competitors; challenges inherent in new product development, including obtaining regulatory approvals; domestic and foreign health care reforms and governmental laws and regulations; and trends toward health care cost containment. A further list and description of these risks, uncertainties and other factors can be found in Exhibit 99(b) of the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2005. Copies of this Form 10-K are available online at www.sec.gov or on request from the Company. The Company assumes no obligation to update any forward-looking statements as a result of new information or future events or developments.)
Guidant Corporation and Johnson & Johnson have filed with the Securities and Exchange Commission (SEC) a definitive proxy statement/prospectus and other documents regarding the proposed merger between Guidant and Johnson & Johnson. Investors are urged to read the definitive proxy statement/prospectus and any other relevant documents filed with the SEC because they contain important information. The proxy statement/prospectus and other documents filed by Johnson & Johnson and Guidant with the SEC are available free of charge at the SEC’s website, www.sec.gov, or by directing a request to Johnson & Johnson, One Johnson & Johnson Plaza, New Brunswick, NJ 08933, Attention: Investor Relations; or by directing a request to Guidant Corporation, 111 Monument Circle, #2900, Indianapolis, IN 46204-5129, Attention: Investor Relations.
Guidant Corporation, its directors, and certain of its executive officers may be considered participants in the solicitation of proxies in connection with the proposed transactions. Information about the directors and executive officers of Guidant and their ownership of Guidant stock is set forth in Guidant’s most recent filing on Form 10-K. Investors may obtain additional information regarding the interests of such participants by reading the definitive proxy statement/prospectus.
Johnson & Johnson
CONTACT: Jeffrey J. Leebaw, +1-732-524-3350, Investor Relations: LouiseMehrotra, +1-732-524-6491, or Stan Panasewicz, +1-732-524-2524
Web site: http://www.jnj.com/
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