Johnson & Johnson Announces Satisfaction Of Regulatory Clearances Condition for Its Proposed Acquisition of Mentor Corporation
New Brunswick, N.J. - Johnson & Johnson (NYSE: JNJ) today announced that all applicable foreign antitrust and similar regulatory clearances required for its cash tender offer to purchase all outstanding shares of common stock of Mentor Corporation (NYSE: MNT) were obtained, or the relevant waiting periods for clearance have expired.
Johnson & Johnson, through its wholly owned subsidiary, Maple Merger Sub, Inc., initiated the tender offer on Dec. 1, 2008. The tender offer will expire at 5:00 p.m. (Eastern time) on Jan. 16, 2009, unless extended. The condition to the tender offer relating to clearance under the Hart-Scott-Rodino Antitrust Improvements Act has also been satisfied.
The depositary for the tender offer has advised Johnson & Johnson that, as of 12:00 p.m. (Eastern time) today a total of approximately 4,094,627 shares of Mentor common stock were validly tendered and not withdrawn (including approximately 76,973 shares subject to guaranteed delivery procedures), representing approximately 12.1% of Mentorís outstanding common stock.
Upon the successful closing of the tender offer, shareholders of Mentor will receive $31.00 in cash for each share of Mentor common stock tendered in the tender offer, without interest and less any required withholding taxes. Following the completion of the acquisition, it is expected that Mentor will operate as a stand-alone business unit reporting through ETHICON, Inc., a Johnson & Johnson company.
Upon closing, the transaction is expected to have a dilutive impact to Johnson & Johnsonís 2009 earnings per share of approximately $0.03 - $0.05. This amount will be reflected as part of Johnson & Johnsonís earnings guidance, which will be provided Jan. 20, 2009.
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