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On July 26, 2009, Varian, Inc., a Delaware corporation ("Varian"), Agilent Technologies, Inc., a Delaware corporation ("Agilent"), and Cobalt Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Agilent ("Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Merger Sub will, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, merge with and into Varian and Varian will survive the merger and continue as a wholly owned subsidiary of Agilent (the "Merger").