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GE Healthcare Completes Tender Offer for Clarient

By a GenomeWeb staff reporter

NEW YORK (GenomeWeb News) – GE Healthcare announced after the close of the market on Wednesday that it has completed the tender offer for all outstanding shares of common and preferred stock of Clarient.

GE Healthcare announced its plan to buy the Aliso Viejo, Calif.-based molecular diagnostics and imaging firm in October for $580 million.

As of midnight on Tuesday, when the tender offer expired, 81,492,883 common shares and 5,263,158 preferred shares had been tendered and not been withdrawn pursuant to the tender offer, representing 89.9 percent of the outstanding common and preferred shares of Clarient on an as-converted basis.

On Wednesday, GE exercised its option to purchase additional common shares from Clarient to give it ownership of 90 percent of the outstanding common shares at $5 per share.

GE Healthcare said it planned to acquire all remaining shares of Clarient on Dec. 22 through a "short-form merger." In the merger, each common share outstanding immediately prior to the merger will be converted into the right to receive $5 per common share, the amount paid in the tender offer.

Clarient's common stock has now been delisted from the Nasdaq Capital Market.

In a statement, GE Healthcare said that its diagnostic imaging combined with Clarient's technologies is expected to accelerate development of integrated tools for cancer diagnosis and characterization.

"Adding Clarient's leading technology to our portfolio will accelerate our expansion into cancer diagnostics and therapy selection tools, while strongly enhancing our current diagnostic and life sciences offerings," John Dineen, CEO of GE Healthcare, said.

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