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Royal Philips Electronics to Acquire Respironics for USD $66.00 Per Share
Date:12/21/2007

MURRYSVILLE, Pa., Dec. 21 /PRNewswire-FirstCall/ -- RESPIRONICS, INC. (Nasdaq: RESP) today announced it has entered into a definitive merger agreement pursuant to which Royal Philips Electronics (AEX: PHI, NYSE: PHG) (Philips) will commence a tender offer to acquire all of the outstanding shares of Respironics for USD 66.00 in cash per share, or a total purchase price of approximately USD 5.1 billion. The offer price represents a premium of approximately 31% over Respironics' average closing share price for the thirty trading days ended December 20, 2007. The Board of Directors of Respironics has unanimously approved the transaction and recommends that Respironics shareholders accept and tender their shares into the offer. The tender offer is expected to commence by January 8, 2008 and is subject to customary conditions, including the tender of at least a majority of the shares and the receipt of U.S. and European regulatory approvals. The offer is not subject to any financing contingency, and the transaction is expected to be completed in the first quarter of 2008.

Respironics is a global leader in the treatment of Obstructive Sleep Apnea (OSA), a sleep disorder characterized by the repeated cessation of breathing during sleep. It is estimated that in the United States alone there are 18 - 20 million sufferers of moderate or severe OSA of which only 15 - 20% have been diagnosed. Research in recent years has shown a link between OSA, heart disease, stroke and diabetes. Additionally, the company has a leading position in noninvasive ventilation and has recently introduced new home oxygen technologies to serve the needs of respiratory impaired patients in the home. The remainder of the Company's business is focused on the hospital ch
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SOURCE Respironics Inc.
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