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Accuray to Acquire TomoTherapy for Approximately $277 Million in Cash and Stock
Date:3/7/2011

erapy.  This transformational transaction significantly increases our global market presence, creates financial benefits from operating efficiencies and overhead reductions, and creates exciting new revenue opportunities for us.  The combined company will also have greater scale to invest in the R&D that will keep it on the leading edge of innovation, offering new hope for cancer patients worldwide. We look forward to working together with TomoTherapy towards realizing the full benefits of this combination for shareholders, patients, customers, and employees of both companies."  

"This is an exciting opportunity for TomoTherapy to combine its best-in-class radiation therapy products with Accuray's gold-standard radiosurgery products to improve treatment for cancer patients worldwide," said Frederick A. Robertson, M.D., president and chief executive officer of TomoTherapy.  "Both companies share the same passion for innovation, patient care and comfort, and this combination creates a single, strong organization that will be better positioned for success. This transaction offers attractive value for our shareholders, greater career opportunities for our employees and hope for breakthrough new treatments for our patients. Our two teams are committed to working together towards a smooth transition and integration."

Under the terms of the transaction, TomoTherapy shareholders will receive $3.15 in cash and 0.1648 shares of Accuray common stock per share of TomoTherapy common stock.  Based on the closing price of Accuray's common stock on March 4, 2011, the stock component of the consideration is valued at $1.65 per share.  The acquisition price represents a premium of 30.8% percent above the closing price of TomoTherapy's shares on March 4, 2011. The transaction, which has been approved by the boards of directors of both companies, is expected to close in the second quarter or the beginning of the third quarter of calendar
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SOURCE Accuray Incorporated; TomoTherapy Incorporated
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