MDS to Acquire Molecular Devices for US $615 Million

(Toronto, Canada) and Molecular Devices Corporation (Sunnyvale, CA, USA) have signed a definitive agreement for MDS to acquire Molecular Devices, a provider of high-performance measurement tools for high content screening, cellular analysis, and biochemical testing, in a US $615 million cash transaction. Under this agreement, MDS proposes to acquire all of the common shares of Molecular Devices for $35.50 per share. The merger agreement has been unanimously approved by the boards of both companies. MDS will commence a cash tender offer for all of the outstanding shares of Molecular Devices.

This strategic acquisition marks a significant expansion for MDS. It will now offer systems that provide high content screening, cellular, and biochemical testing for leading drug discovery and life sciences laboratories in pharmaceutical, biotechnology, academic, and government institutions.

Molecular Devices has an installed base of 100,000 instruments and markets its products globally through its sales and marketing offices in the United States, England, Germany, South Korea, China, Japan, Australia, and Brazil. Molecular Devices is a leading supplier of systems, reagents, and software used by researchers worldwide in basic and applied settings to accelerate the pace of drug discovery and development. Molecular Devices has long been a pioneer in such critical areas as high content screening, G protein-coupled receptors, and kinase screening, as well as automated electrophysiology.

MDS plans to create a new business unit that will combine the Molecular Devices and MDS Sciex businesses. A strong intellectual property portfolio and pipeline of new products will fuel growth in this newly created business unit. The MDS Sciex and Molecular Devices brand names will continue to exist under this new business unit. MDS Sciex will continue to expand its mass spectrometry franchise by working with its joint venture partners Applied Biosystems and PerkinElmer. Through Molecular Devices, MDS Sciex will gain a global sales and marketing team that can be used to launch future product innovations outside of these joint venture agreements.

The transaction is subject to regulatory and other customary closing conditions and is expected to close in the second calendar quarter of 2007.



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