Sirona Announces Fair Value Option Exchange Offer - 12 Dec 2008
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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 aboutSirona 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.
Sirona Dental Systems, Inc.
John Sweeney, CFA, +1 718-482-2184
Vice President, Investor Relations
john.sweeney@sirona.com
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