Sun Pharma proposes to fully acquire Taro Pharmaceutical Industries
Under the indicative proposal, post the acquisition, Taro will become a wholly-owned subsidiary of Sun Pharma and will be delisted from NYSE.
Mumbai: Sun Pharmaceutical Industries Ltd. said on Saturday it proposed to fully acquire Israel-based Taro Pharmaceutical Industries Ltd. through a reverse triangular merger.
The Mumbai-based drug major said it has issued a letter to the Taro board with a proposal containing a non-binding indication of interest to acquire all of the outstanding ordinary shares for a purchase price of USD 38 per ordinary share in cash.
Sun Pharma currently owns a 78.48% stake in Taro.
"We envisage the proposed transaction to be consummated in the form of a reverse triangular merger under the Israeli Companies Law, 1999 and practice," Sun Pharma said in a regulatory filing.
The purchase price represents a premium of 31.2% over Taro's closing price on May 25, 2023, a 41.5% premium over Taro's average closing price in the last 60 days and a compelling liquidity opportunity for Taro's shareholders, it added.
Under the indicative proposal, post the acquisition, Taro will become a wholly-owned subsidiary of Sun Pharma and will be delisted from NYSE.
Final approval of the Proposed Transaction remains subject to (i) final approval of transaction terms by Sun Pharma's management and Board of Directors; (ii) execution and delivery of binding contractual documentation to the satisfaction of all parties; (iii) approval of all the governing bodies, including the shareholders of Taro in accordance with Section 270(4) and 275 of the ICL; (iv) receipt of any third-party approvals, if needed; and (v) receipt of applicable regulatory approvals, including from any relevant Anti-Trust Authorities to the extent required.
Sun Pharma is an Indian multinational pharmaceutical company headquartered in Mumbai, Maharashtra. The company manufactures and markets a large basket of pharmaceutical formulations covering a broad spectrum of chronic and acute therapies. It includes generics, branded generics, specialty, complex or difficult-to-make technology-intensive products, over-the-counter (OTC), antiretrovirals (ARVs), Active Pharmaceutical Ingredients (APIs) and Intermediates.
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