 "Sun Pharma")
Sun Pharmaceutical Industries on Tuesday said it has revised upwards the price at which it proposed to fully acquire Israel-based Taro Pharmaceutical Industries to $43 per share in cash.
In May this year, the company announced a non-binding indication of interest to acquire all of the outstanding ordinary shares of Taro for a purchase price of $38 per ordinary share in cash through a reverse triangular merger.
Subsequently, the company was engaged in multiple rounds of price negotiations with a special committee of the Board of Directors of Taro regarding the proposal.
Such negotiations resulted in the company communicating to the special committee updated terms pursuant to which the company has proposed to acquire all of the outstanding shares of Taro's ordinary shares for a purchase price of $43 per share in cash, Sun Pharmaceutical Industries said in a regulatory filing.
Further, the company said that on December 10, the special committee confirmed that it agreed in principle with the revised proposal and that it has agreed to negotiate definitive agreements.
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Negotiations regarding definitive terms and agreements for the revised proposal are ongoing, and no assurances can be given that a definitive agreement will be reached as to the terms of any such definitive agreement, or that the revised proposal will be consummated, it added.
The company also said the revised proposal remains "subject to further required corporate approvals, negotiation and execution of definitive documentation, and satisfaction of other customary conditions."
Taro's special committee is comprised solely of independent directors, and the required corporate approvals with respect to the proposed transaction shall include the affirmative approval of the Taro shareholders holding a majority of all the votes of shareholders, excluding Sun Pharma and its affiliates and any other shareholders that have a personal interest in the approval of the transaction and who participate in the vote, the filing added.
Sun Pharma currently owns a 78.48 per cent stake in Taro.
Under the indicative proposal, post the acquisition, Taro will become a wholly-owned subsidiary of Sun Pharma and will be delisted from the NYSE.
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