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Electronics Production | December 21, 2007

Philips buys medical firm Respironics

Respironics has entered into a definitive merger agreement pursuant to which Royal Philips Electronics will commence a tender offer to acquire all of the outstanding shares of Respironics for USD 66.00 in cash per share, or a total purchase price of approximately USD 5.1 billion.
The offer price represents a premium of approximately 31% over Respironics' average closing share price for the thirty trading days ended December 20, 2007. The Board of Directors of Respironics has unanimously approved the transaction and recommends that Respironics shareholders accept and tender their shares into the offer. The tender offer is expected to commence by January 8, 2008 and is subject to customary conditions, including the tender of at least a majority of the shares and the receipt of U.S. and European regulatory approvals. The offer is not subject to any financing contingency, and the transaction is expected to be completed in the first quarter of 2008.

Respironics is a global company in the treatment of Obstructive Sleep Apnea (OSA), a sleep disorder characterized by the repeated cessation of breathing during sleep. It is estimated that in the United States alone there are 18 - 20 million sufferers of moderate or severe OSA of which only 15 - 20% have been diagnosed. Research in recent years has shown a link between OSA, heart disease, stroke and diabetes. Additionally, the company has a strong position in noninvasive ventilation and has recently introduced new home oxygen technologies to serve the needs of respiratory impaired patients in the home. The remainder of the Company's business is focused on the hospital channel and includes noninvasive and invasive ventilation, respiratory monitoring, neonatal products and respiratory drug delivery technologies for the treatment of respiratory diseases.

Respironics will become the headquarters for Philips Home Healthcare Solutions group within Philips Healthcare, and Respironics' are expected to remain with the organization and will continue to lead and manage the business. Philips has made a number of acquisitions in the area of Home Healthcare so far including Lifeline Systems, Health Watch and Raytel Cardiac Services. Today, Philips Home Healthcare Solutions supports almost one million at-risk seniors, either in their own homes or in senior living facilities throughout the U.S. and Canada.

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