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EXHIBIT 99.1
SOURCE: TriPath Imaging, Inc.
TRIPATH FINALIZES AGREEMENT ON FINANCIAL INVESTMENT
BURLINGTON, N.C., Oct. 2 /PRNewswire/ --
TriPath Imaging, Inc. (Nasdaq: TPTH - NEWS; "TriPath" or "the Company") today
announced that it has signed an agreement with Roche pursuant to which a wholly
owned subsidiary of Roche will make a financial investment of over $40,000,000
in TriPath common stock. The closing is subject to expiration or termination of
the waiting period under the Hart-Scott-Rodino Antirust Improvements Act and
certain other conditions.
Dr. Paul R. Sohmer, President and Chief Executive Officer of TriPath commented,
"This is a major milestone for TriPath. The investment by Roche will enable us
to decisively expand our marketing and sales efforts and will accelerate our
product development and research activities."
Under the agreement, Roche will purchase 5,000,000 shares of TriPath common
stock for $8.00 per share. In addition, Roche will purchase, for $3,000,000,
warrants to acquire an additional 5,000,000 shares of TriPath common stock over
a 36-month period at exercise prices ranging from $10.00 to $15.00 per share.
Following the transaction Roche will own approximately 24% of TriPath's common
stock which includes approximately 3,000,000 shares already owned by Roche Image
Analysis Systems. If all warrants are exercised, Roche will own approximately
34% of TriPath's common stock. Under the agreement, Roche may not sell any of
the shares acquired in this transaction for one year, and after that, it can
sell those shares subject to certain price per share benchmarks. TriPath has
granted Roche rights to register shares with the SEC for resale and has agreed
for Roche to have the right to nominate a representative to its Board of
Directors.
Dr. James B. Powell, the recently retired Chief Executive Officer of TriPath
stated, "I have enjoyed working with Dr. Sohmer on gaining the additional
support from Roche. I have had a long association with Roche interests and they
will be -- as in the past -- an outstanding financial partner. My tenure at the
Company is complete now that this agreement is finalized."
Dr. Powell retired from TriPath's Board on Friday, September 29, 2000. Dr.
Sohmer will replace Dr. Powell as Chairman in addition to his duties as
President and Chief Executive Officer at TriPath.
TriPath Imaging develops, manufactures and markets products to improve cancer
screening. Improved slide preparation technology is delivered through the
AutoCyte PREP System(TM), a proprietary automated thin-layer cytology sample
preparation system that produces specimen slides with a homogeneous, thin-layer
of cervical cells, and is one of only two sample preparation systems approved by
the FDA as a replacement for the conventional Pap smear. TriPath delivers visual
intelligence technology to increase accuracy and productivity in medical
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testing through the AutoPap(R) Primary Screening System, which utilizes
proprietary technology to distinguish between normal Pap smears and those that
have the highest likelihood of abnormality. In May 1998, AutoPap was approved by
the U.S. Food and Drug Administration as the first and only fully automated
device for primary screening of Pap smear slides.
Headquartered in Basel, Switzerland, Roche is one of the world's leading
research-oriented healthcare groups in the fields of pharmaceuticals,
diagnostics and vitamins. Roche's innovative products and services address
prevention, diagnosis and treatment of diseases, thus enhancing people's well-
being and quality of life. The above refers however, to a pure financial
investment.
Forward-looking statements in this release are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that statements in this press release which are not strictly
historical statements constitute forward-looking statements which involve risks
and uncertainties including, without limitation, risks associated with
uncertainties regarding FDA approval, uncertainties regarding market acceptance
and additional cost, risks associated with technological change, the Company's
history of operating losses and the uncertainty of future profitability,
dependence on a limited number of products, dependence on third-party
reimbursement, limited marketing and sales experience, limited number of
customers and lengthy sales cycle, risks of adverse changes in general economic
conditions, and in the healthcare industry specific risks associated with
competition and competitive pricing pressures, and other risks detailed in the
Company's filings with the Securities and Exchange Commission.
Contact: Dr. Paul R. Sohmer, President & Chief Executive Officer, or James D.
Everhart, Director of Finance and Treasurer, TriPath Imaging, Inc., (336)
222-9707
NOTE TO INVESTORS AND EDITORS: TriPath's press releases are available on the
Internet through PR Newswire's web site at HTTP://WWW.PRNEWSWIRE.COM. The
releases are also available at no charge through PR Newswire's Company News
On-Call fax service at 800-758-5804, extension 116041.
SOURCE: TriPath Imaging, Inc.
