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ST. JUDE CLEARED TO ACQUIRE ANS

November 4, 2005

St. Jude Medical has received federal antitrust clearance to proceed with its acquisition of Advanced Neuromodulation Systems (ANS).

The waiting period required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired, St. Jude said recently. The boards of both St. Jude and ANS unanimously approved the proposed acquisition Oct. 16. Under the agreement, St. Jude will acquire ANS for $61.25 per ANS share in cash, for a total of roughly $1.3 billion.

ANS designs, develops, manufactures and markets implantable systems used to manage chronic intractable pain and other disorders of the central nervous system. St. Jude is one of the largest device manufacturers.

The ANS board of directors has unanimously recommended that ANS shareholders tender their shares into the offer. The tender offer will expire at midnight Eastern Time, on Nov. 15, unless extended, St. Jude said. The firm expects the transaction to close by the end of the year.