St. Jude Medical and EP MedSystems Announce Final Exchange Ratio for Pending Acquisition

  
    
  
  
    
      St. Jude Medical, Inc. (NYSE: STJ) and EP MedSystems, Inc. (NASDAQ: 
      EPMD) announced today that in connection with the previously announced 
      acquisition of EP MedSystems by St. Jude Medical, the final exchange 
      ratio is 0.0738 (rounded) for the stock portion of the consideration.
    
    
      As previously announced, under the terms of the agreement, EP MedSystems 
      shareholders will receive either $3.00 in cash or approximately $3.00 of 
      St. Jude Medical common stock (as provided in the merger agreement) for 
      each EP MedSystems share they own. EP MedSystems shareholders have the 
      option to elect between cash and shares, subject to proration such that 
      St. Jude Medical will issue at least 40 percent of the total merger 
      consideration in St. Jude Medical common stock and up to 60 percent in 
      cash, as described in the joint proxy statement/prospectus mailed to EP 
      MedSystems shareholders as of the close of business on June 3, 2008, the 
      record date.
    
    
      The exchange ratio for the stock portion of the consideration is a 
      fraction: with the numerator of $3.00 and the denominator of $40.67, 
      which is the average closing price of St. Jude Medical common stock over 
      10 consecutive trading days ending on and including July 1, 2008, the 
      second trading day prior to the anticipated closing date of the 
      acquisition. Certificates for fractional shares of St. Jude Medical 
      common stock will not be issued, and cash in lieu thereof will be paid 
      as provided in the merger agreement.
    
    
      As previously announced, the Election Deadline was 5 p.m. EDT, today, 
      July 1, 2008. In order for an Election that was timely made by the 
      Election Deadline to be valid, any EP MedSystems shares subject to a 
      notice of guaranteed delivery must be delivered by 5 p.m. EDT on July 2, 
      2008.
    
    
      About EP MedSystems
    
    
      EP MedSystems develops, manufactures and markets a line of products for 
      use in the cardiac rhythm management or electrophysiology market which 
      are used for visualization, diagnosis and treatment of cardiac rhythm 
      disorders. EP MedSystems’ EP product line 
      includes the EP-WorkMate® computerized 
      electrophysiology workstation, with expansion options to incorporate the 
      NurseMate™ Remote Review Charting Station, and 
      the EP-4™ Computerized Cardiac Stimulator. In 
      addition, EP MedSystems’ intracardiac echo 
      (ultrasound or ICE) ultrasound catheter system, including its ViewFlex® 
      intracardiac imaging catheters and ViewMate® 
      II ultrasound imaging system, is used for live visualization of devices 
      and anatomy during catheter based procedures in EP and interventional 
      cardiology. Full year 2007 net sales for EP MedSystems were 
      approximately $19 million. For more information, visit EP MedSystems’ 
      website at www.EPMedSystems.com.
    
    
      About St. Jude Medical
    
    
      St. Jude Medical develops medical technology and services that focus on 
      putting more control into the hands of those who treat cardiac, 
      neurological and chronic pain patients worldwide. The company is 
      dedicated to advancing the practice of medicine by reducing risk 
      wherever possible and contributing to successful outcomes for every 
      patient. Headquartered in St. Paul, Minn., St. Jude Medical employs more 
      than 12,000 people worldwide and has five major focus areas that 
      include: cardiac rhythm management, atrial fibrillation, cardiac 
      surgery, cardiology and neuromodulation. For more information, please 
      visit www.sjm.com.
    
    
      Forward-Looking Statements
    
    
      This news release contains forward-looking statements within the meaning 
      of the Private Securities Litigation Reform Act of 1995 that involve 
      risks and uncertainties. Such forward-looking statements include 
      statements regarding the timing of the transaction and the consideration 
      to be received by the shareholders of EP MedSystems. The statements made 
      in this press release are based upon current expectations and are 
      subject to certain risks and uncertainties that could cause actual 
      results to differ materially from those described in the forward-looking 
      statements. Such statements involve potential risks and uncertainties, 
      such as whether the merger will be approved by the shareholders of EP 
      MedSystems, whether each of the other conditions to closing set forth in 
      the merger agreement will be met and the ability of St. Jude Medical to 
      integrate EP MedSystems successfully. Neither St. Jude Medical nor EP 
      MedSystems intends to update these statements or undertakes any duty to 
      any person to provide any such update under any circumstance.
    
    
      Additional Information
    
    
      This announcement is neither an offer to purchase, nor a solicitation of 
      an offer to sell, shares of EP MedSystems, nor is it an offer to sell, 
      or a solicitation of an offer to purchase, shares of St. Jude Medical. 
      This material is not a substitute for the proxy statement/prospectus of 
      EP MedSystems and St. Jude Medical dated June 4, 2008, which was 
      declared effective on June 5, 2008. Investors are urged to read the 
      proxy statement/prospectus, which contains important information, 
      including detailed risk factors. The proxy statement/prospectus is, and 
      other documents which will be filed by EP MedSystems and/or St. Jude 
      Medical with the Securities and Exchange Commission will be, available 
      free of charge at the Securities and Exchange Commission’s 
      website, www.sec.gov. The definitive 
      proxy statement/prospectus was first mailed to shareholders of EP 
      MedSystems on June 5, 2008. Shareholders may also obtain copies of the 
      proxy statement/prospectus without charge by requesting them from EP 
      MedSystems in writing at 575 Route 73 North, Building D, West Berlin, 
      NJ, 08091, or by phone at [phone]. St. Jude Medical and EP 
      MedSystems and their respective officers and directors may be deemed 
      participants in the solicitation of proxies from EP MedSystems 
      shareholders with respect to the transactions contemplated by the 
      merger. A description of any interests of the executive officers and 
      directors of EP MedSystems in the merger are set forth in the proxy 
      statement/prospectus.