Siemens acquires CTI Molecular Imaging

19 March 2005

Siemens and CTI Molecular Imaging, Inc. ( Nasdaq: CTMI ) announced that they have entered into a merger agreement under which Siemens will acquire CTI. The acquisition will include all the businesses of CTI Molecular Imaging, Inc., including CTI PET Systems, PETNET Solutions, CTI Mirada Solutions, CTI Molecular Technologies and CTI Concorde Microsystems. Under the terms of the agreement, Siemens Medical Solutions USA, Inc., will commence a cash tender offer within ten business days to acquire all of the outstanding shares of CTI stock at a price of $20.50 per share. Following the completion of the tender offer, any remaining shares of CTI stock will be acquired in a merger at the same price per share. The board of directors of each company has approved the agreement. The transaction is subject to customary regulatory approvals and other customary closing conditions, and is expected to close in the second quarter of 2005. The transaction has a value of approximately $1 billion.

With this acquisition, Siemens Medical Solutions continues and strengthens its commitment to molecular imaging development, technological innovation and the creation of dynamic new technologies that will revolutionize the diagnosis and treatment of disease.

“This step is a natural progression in our long-time association with CTI, and reflects Siemens’ overall strategy to transform the delivery of healthcare by developing trendsetting innovations that improve patient care while reducing costs,” said Erich Reinhardt, Ph.D., president and CEO, Siemens Medical Solutions.

CTI Molecular Imaging was established in 1983, focusing on positron emission tomography ( PET ) and molecular imaging and later extended its business into research, development and the distribution of PET tracers and probes. CTI PET Systems ( CPS ) was formed in 1987 as a joint venture between CTI and Siemens to combine CTI’s expertise in PET technology with Siemens’ global distribution network.

Michael Reitermann, president of Siemens Medical Solutions Nuclear Medicine Division, commented, “Molecular medicine will result in more individualized and more effective diagnosis and therapy. CTI Molecular Imaging has been actively engaged in next-generation molecular diagnostics research and the development of new imaging technologies and biomarkers. This acquisition will enable Siemens to strengthen and broaden our capabilities in molecular imaging, and define new standards within the industry.”

“This acquisition represents the combination of two companies that are innovation leaders. It will benefit PET imaging’s continued advancement as well as enhance the future of molecular imaging,” added Ronald Nutt, Ph.D., president and CEO of CTI Molecular Imaging.



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