Special Meeting Scheduled for October 16, 2007
SUNNYVALE, Calif., Sept. 7 /PRNewswire-FirstCall/ -- Kyphon Inc. (Nasdaq: KYPH) announced today that it has set October 16, 2007, as the date of the Special Meeting of Stockholders to vote on Kyphon's proposed merger with a wholly owned subsidiary of Medtronic.
The special meeting will be held at 2:00 p.m., Pacific Time, at Kyphon's corporate headquarters located at 1221 Crossman Avenue, Sunnyvale, California 94089. Kyphon shareholders of record as of the close of business on August 31, 2007 will be entitled to notice of, and to vote at, the special meeting. A definitive proxy statement containing information about the special meeting and the proposed merger will be filed with the Securities and Exchange Commission (SEC) and a copy of the definitive proxy statement will be mailed to stockholders of record as of the record date. The mailing is expected to begin early next week.
As previously announced on July 27, 2007, Kyphon entered into a definitive merger agreement with Medtronic, pursuant to which Medtronic has agreed to acquire all of the outstanding shares of Kyphon common stock for $71.00 per share in cash. Completion of the transaction, which is presently anticipated for the first quarter of 2008, remains subject to customary closing conditions, including approval by antitrust regulators as well as Kyphon's stockholders.
About Kyphon Inc.
Kyphon develops and markets medical devices designed to restore and preserve spinal function and diagnose the source of low back pain using minimally invasive technologies. The company's products are used in balloon kyphoplasty for the treatment of spinal compression fractures caused by osteoporosis or cancer, in the Functional Anaesthetic Discography(TM) (F.A.D.(TM)) procedure for diagnosing the source of low back pain, and in the Interspinous Process Decompression (IPD(R)) procedure for treating the symptoms of lumbar spinal stenosis. More information about the company and its products can be found at http://www.kyphon.com and its balloon kyphoplasty patient education Web site, http://www.spinalfracture.com.
Kyphon and IPD are registered trademarks, and Functional Anaesthetic Discography and F.A.D. are trademarks, of Kyphon Inc.
This press release contains forward-looking statements, within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, about the completion of the merger. Forward-looking statements are based on management's current preliminary expectations and are subject to risks, uncertainties and assumptions, which may cause the company's actual results to differ materially from the statements contained herein. Factors that could cause actual results to differ materially from management's current expectations include, without limitation, the potential inability to obtain the regulatory and stockholder approvals and clearances required to complete the merger, or to do so in a timely manner, and the possibility that other conditions to completion of the merger may not be satisfied. Additional factors that may affect future results are contained in Kyphon's filings with the SEC, which are available at the SEC's web site http://www.sec.gov. Kyphon undertakes no obligation to release publicly any revisions to any forward-looking statements contained herein to reflect events or circumstances after the date hereof.
Additional Information About This Transaction
Kyphon will file with the SEC and mail to its stockholders a definitive proxy statement that will contain important information about Kyphon, the proposed merger and related matters. Stockholders are urged to read the definitive proxy statement when it becomes available because it will contain important information that stockholders should consider before making a decision about the merger. You may obtain a free copy of the definitive proxy statement (when available) and other related documents filed by Kyphon with the SEC at the SEC's website at http://www.sec.gov. The definitive proxy statement (when it is available) and the other documents may also be obtained for free by accessing Kyphon's website at http://www.kyphon.com by clicking on the "Investors" link and then clicking on the "Financial Information" heading and the "SEC Filings" heading, by writing to Kyphon at 1221 Crossman Avenue, Sunnyvale, CA 94089-2450, Attention: Julie Tracy, or by emailing email@example.com.
Kyphon and its directors, executive officers and certain other members of management and employees may be soliciting proxies from Kyphon stockholders in favor of the merger. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of Kyphon's stockholders in connection with the proposed merger will be set forth in the definitive proxy statement when it is filed with the SEC. You can find information about Kyphon's executive officers and directors in its definitive proxy statement filed with the SEC on April 30, 2007. You can obtain free copies of these documents from Kyphon using the contact information above.
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