Nichi-Iko Pharmaceutical Co., Ltd. (TSE:4541) (“Nichi-Iko” or “Parent”) today announced the results of its tender offer to purchase all of the outstanding shares of common stock of Sagent Pharmaceuticals, Inc. (“Sagent”) (NASDAQ:SGNT) at $21.75 per share, net to the holder in cash, without interest, less any applicable withholding taxes. The tender offer was effected by Nichi-Iko’s wholly-owned subsidiary, Shepard Vision, Inc. (the “Purchaser”).
The depositary for the tender offer has advised Nichi-Iko and Sagent that, as of the expiration of the tender offer at one minute following 11:59 p.m. (12:00 a.m.), New York City time, on August 26, 2016, a total of 28,229,440 shares of Sagent common stock had been validly tendered and not withdrawn, representing approximately 85.6 percent of Sagent’s outstanding shares of common stock. In addition, the depositary advised that Notices of Guaranteed Delivery have been delivered with respect to 589,169 additional shares of common stock, representing approximately 1.8 percent of Sagent’s outstanding shares of common stock. All shares of common stock that were validly tendered and not validly withdrawn during the offer period have been accepted for payment.
All conditions to the tender offer have now been satisfied and Nichi-Iko, through Purchaser, intends to complete its acquisition of Sagent as soon as practicable through a merger under Section 251(h) of the General Corporation Law of the State of Delaware (“DGCL”). In connection with the merger, each share of common stock of Sagent not tendered in the tender offer (other than shares of common stock held by Sagent, Nichi-Iko or Purchaser or any of their respective subsidiaries and other than shares of common stock held by Sagent stockholders who are entitled and have properly demanded appraisal in connection with the merger under Section 262 of the DGCL) will be converted into the right to receive $21.75 per share, net to the holder in cash, without interest, less any applicable withholding taxes, the same price per share paid in the tender offer.
Follow Aug 29, 2016