India's Sun to Acquire Israel's Taro for $454 Million

PharmaManufacturing.com
05/21/2007

Taro Pharmaceutical Industries Ltd. (Haifa, Israel) and Sun Pharmaceutical Industries Ltd. (Mumbai, India) announced May 20 that they have entered into a definitive merger agreement providing for Sun to acquire Taro for $7.75 per share in cash, representing a transaction with total equity value of approximately $230 million. Sun will also refinance approximately $224 million in net debt of Taro. The total enterprise value of the transaction is approximately $454 million.

Pursuant to the definitive merger agreement between Taro and Sun, a newly formed Israeli subsidiary of Sun will merge with Taro, and each ordinary share of Taro will be converted into the right to receive $7.75 cash. The merger is subject to a number of terms and conditions, including the approval of Taro's shareholders and regulatory review. Merrill Lynch, Pierce, Fenner & Smith Incorporated provided a fairness opinion to the Board of Directors of Taro in connection with the proposed merger.

"We are pleased that this transaction meets our objectives of achieving value for our shareholders and establishes Taro as an integral platform for growth within the Sun organization," said Barrie Levitt, M.D., Taro's chairman. "Sun is a highly respected, multinational pharmaceutical company and is an excellent home for our employees and our products. We very much appreciate the support of our employees, customers and financial institutions during the recent months and believe that the transaction with Sun will put Taro on a course towards financial stability and growth in its worldwide markets."

Dilip Shanghvi, Sun's chairman and managing director, stated, "We look forward to working with Taro and its employees. This is a good opportunity for Sun and Taro to work together to create increasing value and add a complementary multinational organization to Sun's business. We intend to build on Taro's expertise in dermatology and pediatrics along with specialty and generic pharmaceuticals, and over-the-counter products. With the addition of 170 talented scientists to our team we look forward to an increasing number of product filings of higher complexity."