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Danaher Agrees To Buy X-Rite For $5.55 Per Share - Update

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4/10/2012 9:02 AM ET

Science and technology conglomerate Danaher Corp. (DHR: Quote) on Tuesday said it has entered into a definitive merger agreement with X-Rite, Inc. (XRIT: Quote) to acquire the colour measurement technology firm through a cash tender offer of $5.55 per share.

The deal has an enterprise value of around $625 million, including debt assumed and net of cash acquired. X-Rite shares are climbing close to 40 percent on the news.

The offer represents a premium of 39 percent over X-Rite's closing share price of $4.00 on April 9, the last trading day prior to the announcement.

Grand Rapids, Michigan-based X-Rite, founded in 1958, provides color solutions through measurement systems, software, color standards and services and includes design industry color provider Pantone.

William Daniel II, Executive Vice President of Danaher, said, "Along with Videojet and Esko, we believe X-Rite and Pantone will further Danaher's leading position in the Product Identification industry and present an attractive value creation opportunity."

X-Rite said the cash tender offer is expected to commence within five business days. The Board of Directors of X-Rite has unanimously recommended that X-Rite shareholders accept and tender their shares into the offer.

Certain shareholders representing around 68 percent of the voting power of X-Rite's outstanding shares intend to tender their shares into the offer. The transaction is expected to be completed during the second quarter.

When the deal is complete, X-Rite will be part of Danaher's Product Identification group, which is a part of the company's Industrial Technology Segment.

Thomas Vacchiano Jr., X-Rite's CEO said, "Danaher's global scale, market presence and resources will allow X-Rite to accelerate our growth, particularly for our key strategic initiatives like PantoneLIVE and Appearance solutions."

Centerview Partners acted as financial advisor to X-Rite and Winston & Strawn LLP served as its legal advisor.

DHR closed on Monday at $54.59, down from the prior close of $55.12, on a volume of 2.16 million shares.

XRIT, which closed at $4 on Monday, is surging 39.75 percent in pre-market activity at $5.59.

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by RTT Staff Writer

For comments and feedback: editorial@rttnews.com

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