Siemens Healthineers AG (Frankfurt: SHL) announces that the Committee on Foreign Investment in the United States (“CFIUS”) concluded its review under Section 721 of the Defense Production Act of 1950, as amended, of the planned merger with Varian Medical Systems, Inc. (“Varian”, NYSE: VAR) and determined that there were no unresolved national security issues with respect to the transaction. Both companies announced the transaction on August 2, 2020.
“We have reached another important milestone on the road to combine our two companies and are very well on track,” said Bernd Montag, CEO of Siemens Healthineers AG.
The closing of the transaction remains subject to receipt of regulatory approvals in other countries and satisfaction of certain other customary closing conditions. Siemens Healthineers still expects to close the merger with Varian in the first half of calendar year 2021.
Varian is a world leader in the field of cancer care, with innovative solutions especially in radiation oncology and related software. With a holistic approach to cancer care, the company is increasingly leveraging technologies such as artificial intelligence, machine learning and data analysis to further improve cancer treatment and expand access to care.
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The Company's securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act.
This announcement includes "forward-looking statements". These statements contain the words "anticipate", "believe", "intend", "estimate", "plan", "expect", "target" and "will" and words of similar meaning. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding Siemens Healthineers’ financial position, business strategy, the expected financial impact of the acquisition of Varian (including costs and revenue synergies), plans and objectives of management for future operations (including the achievement of costs and revenue synergies) are forward-looking statements. By their nature, such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Siemens Healthineers to be materially different from results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding Siemens Healthineers’ present and future business strategies and the market environment in which Siemens Healthineers will operate in the future. Each of the companies referred to in this announcement, the relevant group entities and their respective affiliates, agents, directors, officers, employees and advisers, expressly disclaims any obligation or undertaking to update any forward-looking statements contained herein. All forward-looking statements only speak as of the date when they were made and Siemens Healthineers neither intends, nor assumes any obligation, unless required by law, to update or revise these forward-looking statements in light of developments which differ from those anticipated. You are urged to consider these factors carefully in evaluating the forward-looking statements in this announcement and not to place undue reliance on such statements.
This document includes – in the applicable financial reporting framework not clearly defined – supplemental financial measures (financial key performance indicators) that are or may be alternative performance measures (non-GAAP-measures). These supplemental financial measures may have limitations as analytical tools and should not be viewed in isolation or as alternatives to measures of Siemens Healthineers’ net assets and financial positions or results of operations as presented in accordance with the applicable financial reporting framework in its half-year consolidated financial statements and consolidated financial statements. Other companies that report or describe similarly titled alternative performance measures may calculate them differently, which may therefore not be comparable.
Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures to which they refer.
This document is an English language translation of the German document. In case of discrepancies, the German language document is the sole authoritative and universally valid version.
The information contained in this document is provided as of the date of its publication and is subject to change without notice.
Please find further explanations to our financial key performance indicators in chapter „A.2 Financial performance system” and in the notes to the consolidated financial statements note 29 „Segment information” in the Annual Report 2020 of Siemens Healthineers. Additional information on reconciliations is also included in the Analyst Presentation. These documents are available under the following internet link https://www.corporate.siemens-healthineers.com/investor-relations/presentations-financial-publications.