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March 18, 1999 | Corporate News | English

Perkin-Elmer intends to dispose of its controlling stake in Tecan

Tecan plans to create single share capital structure and listing on the main board of the Swiss Exchange; Cooperation between Perkin-Elmer and Tecan to continue

Norwalk, CT, and Hombrechtikon, Switzerland, March 18, 1999 -- Perkin-Elmer (NYSE: PKN), the leading provider of integrated life science systems, and Tecan (SWX: TECI), a leader in automated systems for life sciences and diagnostic markets, jointly announced today that Perkin-Elmer, in line with its overall strategy of focusing on the genetics-based life science market, is considering various options to dispose of its stake in Tecan. Subject to market conditions, it is currently anticipated that Perkin-Elmer will sell its registered shares, representing the majority of the voting rights and 14.6% of the capital of Tecan, in a public offering in Switzerland. However, Perkin-Elmer also reserves the right to propose to a shareholders’ meeting of Tecan the inclusion of an opting-out clause in Tecan’s Articles of Association, in case Perkin-Elmer would choose another option to dispose of its stake in Tecan.

"We believe that we can continue to reap the substantial benefits of our strategic relationship with Tecan without necessarily having to own its stock," said Tony L. White, Perkin-Elmer’s chairman, president and chief executive officer. He added that "the existing collaboration in developing automated systems for combinatorial chemistry and high throughput discovery systems will continue as before."

Subject to the approval of shareholders at the Annual General Meeting of Tecan and the Board of Directors of Perkin-Elmer, the public share offering could be completed by the end of June 1999.

The envisaged share offering would be realized as follows:

  • The conversion of the existing two share categories (bearer and registered shares with a nominal value of 100 Swiss francs and 15 Swiss francs, respectively) into a single, unified registered share
  • Application for listing of the new unified share on the main board of SWX (the Swiss Exchange)
  • Sale of Perkin-Elmer’s controlling stake in Tecan in a public bookbuilt offering in Switzerland

"We look forward to becoming a truly independent company," said Emile Sutcliffe, Tecan’s chief executive officer. "We believe that the proposed transaction, listing on the SWX main board and distribution of Perkin-Elmer’s controlling interest, will enhance Tecan’s profile in the financial markets and the liquidity of its shares."

Tecan Group, headquartered in Switzerland, is the world leader in development and manufacturing of automated sample processors, liquid handling systems, microplate photometry, and major components. Used in research, industrial, and clinical markets, these products provide unique automated solutions for pharmaceutical drug discovery, molecular biology, and genomic testing and clinical diagnostics. Tecan's manufacturing and development activities are focused on standalone robotics instruments as well as OEM and custom-engineered products. The group had revenues of 163 million Swiss francs in calendar 1998 and employs more than 500 people worldwide. Information about Tecan is available on the World Wide Web at http://www.tecan.com or by phoning +41 (0)44 922 81 11.
Following the sale of its Analytical Instruments Division announced last week, PE Corporation will be comprised of two operating divisions, both focused on the life sciences market. PE Biosystems, with revenues that are expected to exceed $1 billion this year, supplies instrument systems, reagents, software, and related services to the life science industry and research community. Celera Genomics, formed in 1998, intends to become the definitive source of genomic and related medical information. Headquartered in Connecticut, Perkin-Elmer had revenues of more than $1.5 billion in fiscal 1998 and employs more than 7,000 people worldwide, 3,100 of them in the Analytical Instruments Division. Information about Perkin-Elmer is available on the World Wide Web at http://www.perkin-elmer.com or by phoning ++1 800 762-6923.

Warburg Dillon Read, the investment banking division of UBS AG, has been retained to lead the share disposal.