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Published on 9/18/2006 in the Prospect News Biotech Daily.

Ventana will not raise offer for Vision Systems to match Cytyc bid, prepares to file patent case

By Jennifer Chiou

New York, Sept. 18 - Ventana Medical Systems, Inc. said it will not increase the $346 million acquisition price for Vision Systems Ltd. and added it intends to file patent litigation against Vision Systems in U.S. federal court to protect its intellectual property pending the outcome of the transaction.

The company said that it expects to receive notice from Vision allowing it to match the offer price from Cytyc Corp. in a takeover announced on Sept. 14.

If Ventana does not match the offer, the company said it expects Vision to terminate the agreement to be acquired by Ventana.

On Aug. 14, the company announced it would acquire all Vision Systems shares and retire all of Vision's convertible debt.

The merger agreement previously had been unanimously approved by the boards of directors of both companies.

Based in Melbourne, Australia, Vision Systems has operations in Australia, the United States and the United Kingdom and operates in two business segments: Vision BioSystems and Invetech.

Vision BioSystems is a manufacturer of automated instruments, antibodies and biochemical reagents.

Invetech is the product development branch and provides research and product development services to diagnostic and life science companies.

Tucson, Ariz.-based Ventana Medical makes instrument/reagent systems for slide preparation and staining.


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