Sirona Announces Fair Value Option Exchange Offer - 12 Dec 2008
Sirona Announces Fair Value Option Exchange Offer
LONG ISLAND CITY, N.Y.--(BUSINESS WIRE)--Sirona (Nasdaq: SIRO), a leading global manufacturer of technologically
advanced, high quality dental equipment, today announced that its Board
of Directors has authorized a fair value option exchange program for the
Company’s 2006 Equity Incentive Plan. This exchange program, which is
only available to employees and eligible consultants, is expected to
provide additional incentive and retention value.
Under the terms of the exchange, participants will be able to tender
options which have significantly higher exercise prices than the current
market value and in return obtain a lower number of newly granted
options. The exercise price of the new options will be the closing price
of Sirona common stock on the NASDAQ Global Select Market on the
exchange date, the date on which this offer expires. The option exchange
program is designed so that the current fair value of the options
surrendered is equal to the fair value of the replacement options, and
the exchange offer will not result in additional expense. The
replacement options will have an additional year of vesting as compared
to the surrendered options. Approximately 1.1 million options are
eligible for exchange under the offer.
This press release is for informational purposes only and does not
constitute an offer to buy or the solicitation of an offer to sell
shares of Sirona common stock or options to purchase Sirona common stock.
The exchange offer will be made only pursuant to an offer to exchange
and related materials that Sirona intends to distribute to its option
holders and file with the Securities and Exchange Commission. Option
holders should read carefully the offer to exchange and related
materials because they will contain important information, including the
various terms of, and conditions to, the exchange offer. Option holders
and stockholders will be able to obtain a free copy of the tender offer
statement on Schedule TO, the offer to exchange, and other documents
that Sirona intends to file with the Securities and Exchange Commission
at the Commission’s website at www.sec.gov,
or directly from Sirona using the contact information below. Option
holders are urged to carefully read these materials prior to making any
decision with respect to the exchange offer.
About Sirona Dental Systems, Inc.
Recognized as a leading global manufacturer of technologically advanced,
high quality dental equipment, Sirona has served equipment dealers and
dentists worldwide for more than 125 years. Sirona develops,
manufactures, and markets a complete line of dental products, including
the CAD/CAM restoration equipment (CEREC), digital and film-based
intra-oral, panoramic and cephalometric X-ray imaging systems, dental
treatment centers and handpieces. Visit http://www.sirona.com
for more information about Sirona and its products.
This press release and any attachment thereto contains
forward-looking information about Sirona Dental Systems, Inc.’s
financial results, guidance and estimates, business prospects, and
products and services that involve substantial risks and uncertainties
or other factors that may cause actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements. You can identify these statements by the use of words such
as "may," "could," "estimate," "will," "believe," "anticipate," "think,"
"intend," "expect," "project," "plan," "target," "forecast", and similar
words and expressions which identify forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995.
Such statements are not guarantees of future performance and involve
known and unknown risks and uncertainties, and other factors. Readers
are cautioned not to place undue reliance on such statements, which
speak only as of the date hereof. For a discussion of such risks,
uncertainties and other matters that could cause actual results to
differ materially, including risks relating to, among other factors, the
market for dental product and services, pricing, future sales volume of
the Company's products, the possibility of changing economic, market and
competitive conditions, dependence on products, dependence on key
personnel, technological developments, intense competition, market
uncertainties, dependence on distributors, ability to manage growth,
dependence on key suppliers, dependence on key members of management,
government regulation, acquisitions and affiliations, readers are urged
to carefully review and consider various disclosures made by the Company
in its Annual Report on Form 10-K and in its reports on Forms 10-Q and
8-K filed with the U.S. Securities and Exchange Commission. The Company
assumes no obligation to update any forward-looking statements contained
in this document or the attachments to reflect new information or future
events or developments after the date any such statement is made.
Contacts
Sirona Dental Systems, Inc.
John Sweeney, CFA, +1 718-482-2184
Vice
President, Investor Relations
john.sweeney@sirona.com