New Delhi (India), 28th May 2023: Sun Pharmaceutical Industries has proposed a reverse triangular merger to acquire all of Taro Pharmaceutical Industries’ shares. Sun Pharma will buy the shares in the all-cash transaction for US $38 per ordinary share, which will be paid in full at the closure of the proposed transaction.
Sun Pharma stated in a filing to the markets that the proposed price represents a 31.2% premium over Taro’s closing price on May 25, 2023, and a 41.5% premium over Taro’s average closing price in the last 60 days.
Sun Pharma and its affiliates’ shares are not included in the proposed transaction. Sun Pharma will own the entire company after the transaction is completed.
Sun Pharma will be needed to construct a fully owned subsidiary or SPV that will enter into a merger agreement with Taro in order to complete the all-cash deal under the Israeli Companies Law, 1999 (ICL).
According to the preliminary plan, Taro would become a wholly owned subsidiary of Sun Pharma and will be delisted from the NYSE following the acquisition.
The company said in its filing, “We believe that the Proposed Transaction provides a compelling liquidity opportunity for the Company’s shareholders and will benefit the Company and all of its stakeholders.”
The corporation has not specified a timeline for completing the potential transaction and Sun Pharma’s management and Board of Directors must give its final approval.
Sun Pharmaceuticals reported a consolidated net profit of Rs 1,984.47 crore for the quarter ended March 31, 2023, compared to a loss of Rs 2,277.25 crore in the same period the previous year. The profit, however, was down sequentially, standing at Rs 2,166.01 crore in Q3FY23.
