Danaher Corporation Agrees to Make a Tender Offer for the Shares of Trojan Technologies Inc.
PRNewswire-FirstCall
WASHINGTON

Danaher Corporation announced today that it has agreed with Trojan Technologies Inc. (Trojan) to make a cash tender offer to acquire all of the shares of Trojan (T: TUV) for CAD$10.65 per share (USD $8.25 per share) for an aggregate price of approximately USD$185 million, including transaction costs and net of cash acquired. Trojan is traded on the Toronto Stock Exchange. The Board of Directors of Trojan has recommended that the shareholders of Trojan accept the tender offer. The consummation of the tender offer will be subject to regulatory approvals and other customary closing conditions. Trojan, headquartered in London, Ontario, Canada with annual revenues of approximately USD$100 million, is a worldwide leader in the design, manufacture and sale of water treatment solutions using ultraviolet (UV) technologies. (http://www.trojanuv.com/) Earnings accretion is expected to be minimal for 2004.

Danaher's President and CEO, Mr. H. Lawrence Culp, Jr. said, "The acquisition of Trojan brings another premier brand name to Danaher's Environmental platform and broadens our footprint in water quality into the water disinfection segment. We look forward to working with the management and associates of Trojan to build on the strong foundation they have established in this attractive growth market."

Marvin DeVries, President and CEO of Trojan, said the transaction would provide the company with enhanced access to financial resources and a stronger global base. "Both Trojan and Danaher share a common vision of providing innovative solutions for the water quality market. By joining forces, we will be able to expand at a faster pace into important emerging markets such as China, Eastern Europe and India. We look forward to this new and exciting chapter in Trojan's business."

Danaher Corporation is a leading manufacturer of Process/Environmental Controls and Tools and Components. (http://www.danaher.com/)

This news release does not constitute an offer to purchase any securities, nor a solicitation of a proxy, consent or authorization for or with respect to a meeting of the shareholders of Trojan or any action in lieu of a meeting. Any offers to purchase or solicitations will be made only pursuant to separate materials in compliance with the requirements of applicable Canadian and U.S. federal and state securities laws.

Statements in this release that are not strictly historical may be "forward-looking" statements. These forward-looking statements include statements about future business operations, financial performance, market conditions and the integration of the Trojan and Danaher businesses. Such forward-looking statements involve risks and uncertainties as set forth in the Danaher's filings with the United States Securities and Exchange Commission.

SOURCE: Danaher Corporation

CONTACT: Andy Wilson, VP Investor Relations of Danaher Corporation,
+1-202-828-0850