News | September 19, 2007

MammoPad Joins the Hologic Family

September 20, 2007 - Hologic Inc. a provider of diagnostic imaging and digital imaging systems directed towards women’s health, today announced it has completed the acquisition of BioLucent Inc., a market leader in its development and sale of its MammoPad breast cushion.

BioLucent markets and sells a breast cushion, MammoPad, to decrease the discomfort associated with mammography. BioLucent’s primary research and development efforts are directed at its brachytherapy business, which is focused on breast cancer therapy. Prior to the acquisition, BioLucent completed the spin-off its brachytherapy technology and business to the holders of BioLucent’s outstanding shares of capital stock. The new company, Cianna Medical will manufacture and market the SAVI applicator. As a result Hologic acquired BioLucent’s Mammopad business and related assets.

The aggregate purchase price paid by Hologic to the security holders of BioLucent at the closing of the acquisition, exclusive of certain transaction costs and expenses, was approximately $70.0 million, of which amount $65.0 million was paid by Hologic in shares of Hologic’s common stock valued at $54.222 per share and $5.0 million was paid in cash. Additionally, Hologic will be responsible for the payment of up to two annual deferred cash payments not to exceed $15 million in the aggregate based upon MammoPad achieving certain revenue targets. The value of the Merger Shares was determined based on the average closing price of Hologic’s common stock as quoted on the Nasdaq Market for the five trading days ending Sept. 14, 2007. The purchase price is payable in approximately 1,181,777 shares of Hologic common stock. The actual number of Merger Shares that Hologic will issue in the transaction will be subject to reduction to reflect certain tax withholding obligations. Additionally, approximately 10 percent of the shares to be issued will be held in escrow and subject to forfeiture to satisfy BioLucent stockholder indemnification obligations, if any.

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