Cardinal Health seeks to modify Syncor merger agreement

Healthcare firm Cardinal Health of Dublin, OH, has initiated discussions with Syncor International regarding the possible modification of the terms of their previously announced merger agreement, under which Cardinal Health would acquire the Woodland Hills, CA-based radiopharmaceutical company.

Cardinal Health announced last June that it was planning to buy Syncor in a stock-for-stock transaction worth $1.1 billion. The existing merger agreement calls for Syncor stockholders to receive 0.52 Cardinal Health common shares for each outstanding share of Syncor common stock. On November 6, Cardinal Health revealed that it had uncovered evidence of "questionable payments" during its due diligence process as part of the deal.

Syncor believes that the information it has learned in its investigation of the matter would not result in its failure to satisfy the conditions to the existing merger agreement. However, Syncor cannot make a definitive determination as to the impact on the acquisition pending completion of the investigation and resolution of its discussions with the U.S. Securities and Exchange Commission and Department of Justice, according to the vendor.

Cardinal Health has not yet concluded whether the conditions to the transaction will be satisfied, and believes that there can be no assurance that the transaction involving the acquisition of Syncor will be completed, according to the firm.

By AuntMinnie.com staff writers
November 21, 2002

Related Reading

'Questionable payments' topped $500,000, Syncor says, November 21, 2002

Syncor expects 10-Q filing delay, November 13, 2002

Cardinal uncovers questionable Syncor payments, November 6, 2002

Syncor debuts radiation emergency kits, October 28, 2002

Syncor, MSU to offer PET cyclotron, October 2, 2002

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