POWER MEDICAL INTERVENTIONS, INC.Power Medical Interventions, Inc. • August 10th, 2009 • Surgical & medical instruments & apparatus
On July 28, 2009, Power Medical Interventions, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with United States Surgical Corporation and Covidien Delaware Corp. Pursuant to the Merger Agreement, Covidien Delaware Corp. will commence a tender offer (the “Offer”) to purchase all of the Company’s outstanding shares of Common Stock, par value $0.001 per share, (the “Shares”), for $2.08 per Share, without interest, in cash (the “Offer Price”). After the consummation of the Offer, and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, Covidien Delaware Corp. will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of United States Surgical Corp. (the “Transaction”). The purpose of this letter agreement is to come to an agreement with respect to, and/or otherwise explain how the Transaction will affect all outstanding warrants held by you to purchase Shares (the “Warra
August 10, 2009 Dear Stockholder:Power Medical Interventions, Inc. • August 10th, 2009 • Surgical & medical instruments & apparatus
We are pleased to inform you that on July 28, 2009 Power Medical Interventions, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with United States Surgical Corporation (“Parent”) and Covidien Delaware Corp. (“Merger Sub”), both of which are wholly owned indirect subsidiaries of Covidien plc (“Covidien”), pursuant to which Merger Sub is commencing a tender offer today to purchase all of the outstanding shares of the Company’s common stock for $2.08 per share in cash, without interest and less any required withholding taxes.
