Danaher Announces Definitive Agreement to Acquire Leica Microsystems
1 July 2005 - Washington, D.C. / Wetzlar, Germany
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Long Term Strategic Investor
Danaher Corporation (NYSE: DHR) announced today that it has signed a definitive agreement to purchase German-based Leica Microsystems AG from LM Investments S.à r.l. The purchase price amounts to an enterprise value of approximately €450 million, including assumed debt, pension liabilities, transaction costs and net of cash acquired.
The acquisition is subject to regulatory approval and customary closing conditions and is expected to close in the third quarter. Danaher expects minimal earnings per share accretion in 2005. Earnings per share accretion in 2006 is expected to be approximately €0.025.
H. Lawrence Culp, Jr., Danaher’s President and Chief Executive Officer, said: “This transaction makes strong strategic and financial sense for both companies. Leica Microsystems’ technology in high precision optical instrumentation and its well-known brand will extend Danaher’s Professional Instrumentation segment into life sciences while complementing our existing critical care diagnostics and dental businesses.
Leica Microsystems has an excellent management team, and working together we can improve the company’s long-term performance and augment its growth on a global scale – both organically and through add-on acquisitions. We are pleased to have such a well-respected company become part of Danaher.”
Dr. Wolf-Otto Reuter, Chief Executive Officer of Leica Microsystems, said: “We are very pleased to be announcing this partnership with Danaher. They are a long-term strategic investor with global resources that truly understands our engineering heritage and are committed to our future growth. As part of Danaher, we expect to be able to extend Leica Microsystems’ leadership in its fields of operation, particularly in medicine and biotechnology.”
Dr. Alexander Granderath, Chairman of Danaher’s European Management Board and President of Hach-Lange Europe, explained: “Danaher has been building strategically competitive and profitable growth businesses in Germany since 1994 and, with the acquisition of Leica Microsystems, we will significantly increase our participation in the German business environment. Our investment in Leica Microsystems is based on a shared vision of long-term, sustainable growth so that it can continue to evolve and prosper globally.”
Leica Microsystems is a leading global designer and producer of innovative high-tech precision optical systems for the analysis of microstructures. It is one of the market leaders in Microscopy, Pathology Diagnostics, Surgical Microscopes and Semiconductor Equipment. The company manufactures a broad range of products for numerous applications that require either microscopic visual presentation, measurement, analysis or electron-beam lithography.
About Leica Microsystems
The company offers system solutions in the areas of life science including biotechnology and medicine, as well as the science of raw materials, industrial quality assurance and the semiconductor industry. Leica Microsystems is represented in over 100 countries with 10 manufacturing facilities in 6 countries, sales and service organizations in 19 countries and an international dealer network. With its workforce of approximately 3,700 employees it makes a turnover of approximately 530m euros. The international management is headquartered in Wetzlar, Germany
About Danaher
Danaher is a leading U.S.-based manufacturer with a worldwide work force of approximately 37,000. The company had revenues of €5.5 billion in 2004, almost half of which were generated outside the U.S.A. With leading businesses in Professional Instrumentation, Industrial Technologies, and Tools & Components, Danaher makes long-term investments in established and internationally active enterprises.
Professional Instrumentation
Businesses in the Professional Instrumentation segment offer professional and technical customers such as dentists, doctors, scientists, electricians and engineers, various products and services that are used in connection with the performance of their work. Professional Instrumentation is Danaher’s largest segment and encompasses three strategic lines of business: Environmental, Electronic Test, and Medical Technology.
Industrial Technologies
Businesses in the Industrial Technologies segment manufacture products and subsystems that are incorporated into a variety of products and applications from high precision motion solutions used in the manufacturing of flat panel displays to equipment that applies a variable mark such as a date code on food and beverage and pharmaceutical products. These businesses also provide services to support these products, including assisting customers in the integration and installation these products and helping ensure product uptime. The Industrial Technologies segment encompasses two strategic lines of business, Motion and Product Identification.
Tools & Components
Danaher is the leading US manufacturer of mechanics’ hand tools serving generations of do-it-yourselfers, professional mechanics and industrial users.
Danaher in Germany
Danaher has built businesses in Germany since 1994 and currently operates 22 local manufacturing and service sites. Among its businesses are renowned companies such as Hach-Lange (Berlin) and KaVo (Biberach). Its activities in Germany provide significant contributions to many of Danaher’s strategic business platforms.
Medical Technology (KaVo, Radiometer), Environmental (Hach-Lange, Ott, and Negele), Electronic Test (Beha, Fluke, Raytek), Motion (Cleveland Precision Systems, Seidel, Bautz and Neff Antriebstechnik Automation) as well as Sensors and Controls (Hengstler, PMA). Germany accounted for 11 percent of Danaher’s global revenues in 2004.
About LM Investments S.à r.l.
LM Investments S.à r.l is a private equity backed company based in Luxembourg, majority owned by funds advised by Permira.
Statements in this release that are not strictly historical may be “forward-looking” statements. These forward-looking statements include statements about future business operations, financial performance, the benefits of the Leica acquisition and the integration of the Leica business with Danaher. Such forward-looking statements involve risks and uncertainties as set forth in Danaher’s filings with the United States Securities and Exchange Commission.