AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
ON JULY 11, 2000
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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant To Section 14(a) of the
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DEXTER CORPORATION
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(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
INTERNATIONAL SPECIALTY PRODUCTS INC.
ISP INVESTMENTS INC.
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NY2:\928391/01/54104.0016
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FOR IMMEDIATE RELEASE CONTACT:
Tuesday, July 11, 2000 Edward G. Novotny & Associates, Inc.
(212) 490-2065/2977
INTERNATIONAL SPECIALTY PRODUCTS
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TERMINATES DEXTER TENDER OFFER; NO LONGER INTENDS TO SUBMIT
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PROPOSALS AT DEXTER'S JULY 14TH ANNUAL MEETING
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WAYNE, NJ -- International Specialty Products Inc. (NYSE: "ISP")
announced today that it is terminating its tender offer for all outstanding
shares of Dexter Corporation (NYSE: "DEX") for $45 per share in cash in light of
Dexter's agreement with Invitrogen Corp. (NASDAQ: "IVGN"), in which Invitrogen
would acquire Dexter and all of the outstanding shares of its 75% owned
subsidiary Life Technologies for $1.9 billion in Invitrogen stock and cash. In
addition, ISP no longer intends to submit its proposals to elect its nominees
for directorships and adopt certain resolutions at Dexter's July 14th Annual
Meeting.
Commenting on Dexter's announcement, ISP Chairman Samuel J. Heyman
said:
"In light of Dexter's announcement of a transaction which
should provide Dexter shareholders with value in excess of $45 per
share, we have agreed to step aside as previously promised. Should
the stated value of the offer be ultimately realized, this will, of
course, be a great victory for Dexter shareholders. Pending further
review of the transaction and market developments, we will continue
to monitor the situation and take whatever action we deem appropriate
in the interests of shareholders."
* * * * *
International Specialty Products Inc. is a leading multinational
manufacturer of specialty chemicals and mineral products.
- MORE-
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This press release may contain "forward looking statements" within the
meaning of the federal securities laws with respect to the Company's financial
results and future operations and, as such, concerns matters that are not
historical facts. These statements are subject to risks and uncertainties that
could cause actual results to differ materially from those expressed in such
statements. Important factors that could cause such differences are discussed in
the Company's Annual Report on Form 10-K, that is filed with the U.S. Securities
and Exchange Commission and are incorporated herein by reference.
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