Offer to Purchase for Cash All Outstanding Shares of Common Stock of Adeza Biomedical Corporation at $24.00 Net Per Share by Augusta Medical Corporation a direct wholly-owned subsidiary of Cytyc Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE...Merger Agreement • February 16th, 2007 • Cytyc Corp • Laboratory analytical instruments
The Offer is being made according to an Agreement and Plan of Merger, dated as of February 11, 2007 (the “Merger Agreement”), by and among Cytyc Corporation, a Delaware corporation (“Cytyc”), Augusta Medical Corporation, a Delaware corporation and a direct wholly-owned subsidiary of Cytyc (the “Purchaser”), and Adeza Biomedical Corporation, a Delaware corporation (“Adeza”).
STOCKHOLDER AGREEMENT (NON-TENDER)Stockholder Agreement • February 16th, 2007 • Cytyc Corp • Laboratory analytical instruments • Delaware
This STOCKHOLDER AGREEMENT (this “Agreement”), dated February 11, 2007, is by and among Cytyc Corporation, a Delaware corporation (“Parent”), Augusta Medical Corporation, a Delaware corporation (“Purchaser”), and (the “Stockholder”), a stockholder of Adeza Biomedical Corporation, a Delaware corporation (the “Company”).
STOCKHOLDER AGREEMENT (TENDER)Stockholder Agreement • February 16th, 2007 • Cytyc Corp • Laboratory analytical instruments • Delaware
This STOCKHOLDER AGREEMENT (this “Agreement”), dated February 11, 2007, is by and among Cytyc Corporation, a Delaware corporation (“Parent”), Augusta Medical Corporation, a Delaware corporation (“Purchaser”), and the entities and individuals listed on Schedule I hereto (the “Stockholder”), each a stockholder of Adeza Biomedical Corporation, a Delaware corporation (the “Company”).
