Varian Associates Stockholders Authorize Board To Proceed With Reorganization Into Three Separate Public Companies | Varian

Varian Associates Stockholders Authorize Board To Proceed With Reorganization Into Three Separate Public Companies

PALO ALTO, Calif., -- February 19, 1999 -- Stockholders of Varian Associates, Inc., have voted their approval of a planned reorganization to divide the company into three independent businesses based on its three current core operations -- health care systems, instruments, and semiconductor equipment.

In a vote taken at yesterday afternoon's annual meeting of stockholders, shareowners authorized the firm's Board of Directors to move ahead with the spin off of its instruments and semiconductor equipment operations and the renaming of the remaining entity as Varian Medical Systems, Inc.

At its regularly scheduled meeting here today, the Board declared a special dividend providing for the distribution of shares in the newly created companies to implement the plan. Under the distribution, a holder of the company's common stock will receive one share of the new instruments company and one share of the new semiconductor equipment company for each Varian Associates share held on the record date. Currently held shares would be retained in what would become, after the distribution, exclusively a health care systems company.

The Board has determined that March 24, 1999 will be the record date for the distribution of the above shares which will then take place on April 2, 1999. The company said that it anticipates that shares in the newly formed instruments and semiconductor equipment companies will begin trading on a when-issued basis and shares in the health care systems company will begin trading on an ex-dividend basis on dates still to be determined in the second half of March.

Varian Medical Systems will continue to be listed on the New York Stock Exchange and will retain the symbol VAR. The new instruments company has adopted the name Varian, Inc., and will be a National Association of Securities Dealers (NASDAQ) listed company using the symbol VARI. The new chip equipment company, to be known as Varian Semiconductor Equipment Associates, Inc., will also be a NASDAQ listed company and will be identified by the symbol VSEA.

Varian is the world's leading manufacturer of medical accelerators and related radiotherapy products for the treatment of cancer. Over 100,000 cancer patients are helped each day on Varian equipment. Varian's products include the Clinac®  family of medical linear accelerators, VariSource™ brachytherapy systems, Ximatron®  simulators, CADPlan computerized treatment planning systems, and the VARiS®  information system. More than 3,500 Varian systems are in place around the world, treating over a million patients each year. Varian is also the world's largest manufacturer of X-ray tubes used in CT scanners and mammography and other medical imaging systems.

Christine Oliver, Varian Medical Systems
+1 (650) 424-5033