Siemens Initiates Tender Offer for Moore Products

N/A, (Atlanta, GA), a wholly owned subsidiary of Siemens AG, announced that its wholly owned subsidiary, Malibu Acquisition Corp., initiated its previously announced tender offer for all outstanding shares of common stock and Series A preferred stock of Moore Products Co. (Spring House, PA) at a cash price of $54.71 per share of common stock and $21.88 per share of preferred stock. This offer follows the Jan. 17 announcement by Siemens to acquire Moore Products.

The tender offer expires at 12:00 midnight, EST, on Feb. 17, 2000, unless it's extended. After the successful completion of the tender offer, remaining shares of Moore common and preferred stock will be acquired in a cash merger at the same respective prices.

Moore's board of directors has unanimously approved the tender offer. Certain shareholders of Moore (including members of the Moore family) holding in the aggregate common and preferred stock representing approximately 55% of the total voting power of Moore on a fully diluted basis, have entered into a definitive agreement with Siemens Energy & Automation under which they've agreed to tender their shares into the offer and also have granted Siemens Energy & Automation an option to purchase such shares at a price equal to that paid to shareholders in the offer, exercisable upon the occurrence of certain events.

The tender offer is conditioned upon, among other things, there being tendered and not withdrawn prior to the expiration date of the tender offer at least a majority of each of the shares of common stock and preferred stock representing a majority of the total voting power of Moore on a fully diluted basis, as well as expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

Goldman, Sachs & Co. will serve as dealer manager for the tender offer. Georgeson Shareholder Communications Inc. is the information agent.