As announced on November 17, 2014, following the offer period of the public tender offer of Danaher for all publicly held registered shares of Nobel Biocare Holding AG, Danaher and the persons acting in concert with Danaher economically held a total of 78.52% of all listed Nobel Biocare shares.
Subject to the further conditions pursuant to section B.7 of the offer prospectus, Danaher has declared the offer successful.
As announced on September 15, 2014, Edgar Fluri, Franz Maier, Michel Orsinger, Juha Räisänen, Oern Stuge and Georg Watzek will resign as members of the Board of Directors as per the settlement of the offer (expected on December 11, 2014). Daniela Bosshardt-Hengartner, Raymund Breu and Rolf Watter will resign as members of the Board of Directors as per the end of the Extraordinary Shareholders' Meeting.
Against this background, Nobel Biocare will invite its shareholders to an Extraordinary Shareholders' Meeting scheduled for December 15, 2014.
As foreseen in the Transaction Agreement with Danaher Corporation, the Board of Directors of Nobel Biocare will propose the following persons designated by Danaher Corporation for election to the Board of Directors for a term until the next Annual General Meeting: Jonathan P Graham, U.S. and Brazilian citizen, in Washington, D.C., USA, Colin Davis, UK citizen, in London, UK and Mischa Reis, Austrian citizen, in Los Angeles, USA as members of the Board of Directors as well as Philip Bernard Whitehead, UK citizen, in Hampshire, UK as member and Chairman of the Board of Directors.
Nobel Biocare is a world leader in the field of innovative implant-based dental restorations. The company’s portfolio offers solutions from single tooth to fully edentulous indications with dental implant systems (including key brands NobelActive®, Brånemark System® and NobelReplace®), a comprehensive range of high-precision individualized prosthetics and CAD/CAM systems (NobelProcera®), diagnostics, treatment planning and guided surgery solutions (NobelClinician® and DTX Studio™) and biomaterials (creos™). Nobel Biocare supports its customers through all phases of professional development, offering world-class training and education along with practice support and patient information materials. The company is headquartered in Zurich, Switzerland. Production takes place at six sites located in the United States, Sweden, Japan and Israel. Products and services are available in over 80 countries through subsidiaries and distributors.