Cardinal Health Completes Tender Offer for ALARIS

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DUBLIN, Ohio -- Cardinal Health, Inc., a leading provider of products and services supporting the healthcare industry, today announced the successful completion of its tender offer for all outstanding shares of common stock of ALARIS Medical Systems,



The tender offer and merger plans were previously announced on May 19, in

a transaction valued at about $2 billion, including the assumption of

outstanding debt.  The acquisition of San Diego-based ALARIS extends Cardinal

Health's portfolio of market-leading products and services to healthcare

providers and increases its presence in strategic markets outside the U.S.

ALARIS develops and markets systems for the safe delivery of intravenous

medications, and holds long-term contracts to provide necessary, disposable

products for use in those systems.  Revenues for ALARIS in 2003 totaled $533.9



As scheduled, the tender offer expired at midnight EDT on June 25.  Equiserve Trust Company, N.A., the depositary for the offer, has advised Cardinal Health that 67,323,950 shares of ALARIS common stock were tendered into the offer and not withdrawn.  In addition, 4,586,107 shares of ALARIS common stock were tendered into the offer by receipt of notices of guaranteed delivery.  Together, this represents approximately 98.7

percent of the total number of ALARIS shares outstanding.  All shares of

ALARIS common stock validly tendered and not properly withdrawn before the


expiration of the offering period have been accepted and will be purchased

promptly.  All shares represented by notices of guaranteed delivery, which

were received by Cardinal Health before the expiration of the offering period,

will be purchased promptly after the shares are delivered.


Cardinal Health plans to complete the acquisition of the remaining ALARIS

shares by merging Blue Merger Corp., a wholly owned subsidiary of Cardinal

Health, with and into ALARIS.  As a result of the merger, the remaining

outstanding shares of ALARIS common stock (except for shares held by Cardinal

Health, ALARIS or their subsidiaries) will be converted into the right to

receive $22.35 in cash, without interest.


Following the merger, Cardinal Health will send ALARIS stockholders who

did not tender their shares in the offer instructions as to how to exchange

their shares of ALARIS common stock into the cash merger consideration.  Upon

completion of the merger, ALARIS will become a wholly owned subsidiary of

Cardinal Health.


Cardinal Health, Inc. is a leading provider of products and services supporting the health care industry. Cardinal Health develops, manufactures, packages and markets products for patient care; develops drug-delivery technologies; distributes pharmaceuticals, medical, surgical and laboratory supplies; and offers consulting and other services

that improve quality and efficiency in healthcare. 


Source: Cardinal Health