Philips completes transaction with Profound Medical Corp.

August 1, 2017

Amsterdam, the NetherlandsRoyal Philips (NYSE: PHG, AEX: PHIA) (“Philips”) today announced that it has completed the transaction with Profound Medical Corp. (TSXV: PRN; OTCQX: PRFMF) (“Profound”). 

 

As previously announced, on June 30, 2017, Philips and Profound entered into an asset and share purchase agreement (the “Purchase Agreement”) pursuant to which Profound agreed to acquire Philips’ Magnetic Resonance-Guided High Intensity Focused Ultrasound business (the “MR-HIFU Business”) in exchange for 7,400,000 Profound common shares (“Acquired Shares”) to be issued to Philips by way of a private placement (the “Transaction”). The completion of the Transaction occurred July 31, 2017, whereby Philips received the Acquired Shares, which have been approved for listing on the TSX Venture Exchange.

 

Immediately prior to the completion of the Transaction, Philips did not own or control any Common Shares. Immediately following the completion of the Transaction, Philips owns and controls an aggregate of 7,400,000 Common Shares, representing approximately 13% of Profound’s issued and outstanding Common Shares. 

 

Subject to applicable law, Philips may purchase or sell securities of Profound from time to time as it deems appropriate based on market conditions and other circumstances. Under the Purchase Agreement, Philips has agreed not to sell, transfer or otherwise dispose of its interest in the Acquired Shares for 1 year following the completion of the Transaction. 

 

Profound’s head office is located at Profound Medical Corp., 2400 Skymark Avenue, Unit 6, Mississauga, Ontario L4W 5K5.

 

To obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the Transaction, please contact:

 

Ben Zwirs

Tel.: +31 6 1521 3446

E-mail: ben.zwirs@philips.com

For further information, please contact:

Ben Zwirs

Philips Group Press Office

Tel.: +31 6 1521 3446

E-mail: ben.zwirs@philips.com

 

Ksenija Gonciarenko

Philips Investor Relations

Tel.: +31 20 5977055

E-mail: ksenija.gonciarenko@philips.com

About Royal Philips

Royal Philips (NYSE: PHG, AEX: PHIA) is a leading health technology company focused on improving people's health and enabling better outcomes across the health continuum from healthy living and prevention, to diagnosis, treatment and home care. Philips leverages advanced technology and deep clinical and consumer insights to deliver integrated solutions. Headquartered in the Netherlands, the company is a leader in diagnostic imaging, image-guided therapy, patient monitoring and health informatics, as well as in consumer health and home care. Philips' health technology portfolio generated 2016 sales of EUR 17.4 billion and employs approximately 71,000 employees with sales and services in more than 100 countries. News about Philips can be found at www.philips.com/newscenter.

Forward-looking statements

This release contains certain forward-looking statements with respect to the financial condition, results of operations and business of Philips and certain of the plans and objectives of Philips with respect to these items. Examples of forward-looking statements include statements made about the strategy, estimates of sales growth, future EBITA, future developments in Philips’ organic business and the completion of acquisitions and divestments. By their nature, these statements involve risk and uncertainty because they relate to future events and circumstances and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these statements.