Enpath Medical, Inc. May 17, 2007Merger Agreement • May 17th, 2007 • Enpath Medical, Inc. • Surgical & medical instruments & apparatus
As previously announced, Enpath Medical, Inc. (“Enpath” or the “Company”) has entered into an Agreement and Plan of Merger dated April 28, 2007 (“Merger Agreement”) with Greatbatch Ltd. (“Limited”) and Chestnut Acquisition Corporation (“Purchaser”), a wholly-owned subsidiary of Limited. Limited is an indirect, wholly-owned subsidiary of Greatbatch, Inc. (“Greatbatch”). Pursuant to the Merger Agreement, Greatbatch, through Purchaser, has commenced a tender offer (the “Offer”) for the purchase of all outstanding shares of Enpath common stock at $14.38 in cash per share. Following completion of the Offer, the Merger Agreement provides for the merger of Purchaser with and into Enpath (the “Merger”). As a result, Enpath will become an indirect wholly-owned subsidiary of Greatbatch and each then outstanding share of Enpath common stock will be cancelled in exchange for the right to receive $14.38 in cash per share, without interest and less any required withholding taxes.
