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The Board of Leica Geosystems recommends CHF 500 cash offer from Danaher Corporation

Recently after discussions between Danaher and Leica Geosystems, Danaher Corporation officially pre-announced its cash offer at CHF 500 per share for 100 per cent of the issued and to be issued share capital of Leica Geosystems. Danaher Corporation is the U.S. maker of Craftsman hand tools. The Board of Leica Geosystems believes that the Danaher Offer clearly represents superior value for its shareholders compared to Hexagon’s offer, which the Board has unanimously rejected. Danaher Corporation has confirmed its commitment to maintain Leica Geosystems’ identity and to safeguard the interests of its customers and employees.

Accordingly, the Board of Leica Geosystems has decided to recommend the Danaher Offer. In exercising its fiduciary duties, the Board negotiated and agreed on the terms and conditions of the Danaher Offer. The Board’s view is supported both by advice received from its investment bank, Credit Suisse First Boston, and by Lombard Odier Darier Hentsch, which is rendering a Fairness Opinion for the Board of Leica Geosystems.

Danaher Corporation intends to support the continued execution of Leica Geosystems’ strategy and business plan and to accelerate the implementation of Leica Geosystems’ successful profitable growth strategy, notably in the US market where Leica Geosystems has significant scope for expansion. Also, Danaher intends to provide Leica Geosystems with support to grow via acquisitions by contributing its unique management tools, its global commercial platform and the financial flexibility required to fuel such rapid development.