EQS-Adhoc

LifeWatch AG: BioTelemetry, Inc. Launches a Tender Offer to Acquire LifeWatch AG

EQS Group-Ad-hoc: LifeWatch AG / Key word(s): Offer LifeWatch AG: BioTelemetry, Inc. Launches a Tender Offer to Acquire LifeWatch AG 09-Apr-2017 / 23:23 CET/CEST Release of an ad hoc announcement pursuant to Art. 53 KR BioTelemetry, Inc. Launches a Tender Offer to Acquire LifeWatch AG

Zug, Switzerland and Malvern, USA - April 9, 2017 - LifeWatch AG (SIX:LIFE) and BioTelemetry, Inc. (NASDAQ:BEAT) announced today that the Companies have entered into a definitive transaction agreement under which BioTelemetry will launch a tender offer in Switzerland to acquire all of the outstanding shares of LifeWatch AG, with shareholders receiving either CHF10.00 in cash and 0.1457 shares of BioTelemetry stock (equivalent to CHF4.00 per LifeWatch share based on the closing price of BioTelemetry on Friday, April 7, 2017) or CHF8.00 in cash and 0.2185 shares of BioTelemetry stock (equivalent to CHF6.00 per LifeWatch share based on the closing price of BioTelemetry on Friday April 7, 2017), depending on individual shareholder preference. The total deal value is approximately CHF260 million. BioTelemetry will fund the transaction with a combination of cash on hand, debt and equity. The board of directors of BioTelemetry and LifeWatch (under exclusion of Dr. Robert Bider, Antoine Hubert and Antoine Kohler) approved the transaction unanimously.

Headquartered in Switzerland with US operations based in Rosemont, Illinois, LifeWatch is one of the most successful suppliers of remote cardiac monitoring solutions. While both companies have a rich history of developing innovative remote cardiac monitoring solutions, the combination will create one of the most comprehensive connected health platforms in the world, far more capable of delivering solutions necessary to meet today's healthcare challenges. BioTelemetry expects the combination to yield significant synergies, to be realized over the 12 to 18 month period, post-closing. Assuming the transaction had occurred on January 1, 2017, and full synergies had been realized immediately, the combined 2017 adjusted EBITDA would be approximately $95 to $100 million. The Companies will work closely to determine how to best integrate the two organizations to leverage the strengths of both while ensuring a smooth and orderly transition.