Specialty pharmaceutical company Endo Pharmaceuticals has announced the successful completion of the tender offer by its wholly owned subsidiary, BTB Purchaser Inc., to acquire all of the outstanding shares of common stock of Indevus Pharmaceuticals, Inc., a specialty pharmaceutical company.
American Stock Transfer & Trust Company, the depositary for the tender offer, has advised Endo that the initial expiration of the tender offer, approximately 61,358,944 shares were validly tendered and not withdrawn in the tender offer, representing approximately 77.972% of Indevus' issued and outstanding shares. All validly tendered shares have been accepted for payment and Endo will pay for all such shares promptly.
Endo also said that it would make available a subsequent offering period commencing immediately and expiring on February 27, 2009, for all Indevus shares not tendered into the offer prior to the initial expiration date. During the subsequent offering period, BTB will accept for payment and promptly pay for Indevus shares as they are tendered.
Stockholders who tender shares during such period will receive the same $4.50 per Indevus share in cash and the contractual right to receive up to an additional $3.00 per Indevus share in cash payable upon achievement of certain regulatory and sales milestones as was paid to Indevus stockholders pursuant to the tender offer.
Endo and BTB reserve the right to extend the subsequent offering period in accordance with applicable law. After expiration of the subsequent offering period, BTB will acquire all of the remaining outstanding shares of Indevus common stock by means of a merger under Delaware law.
As a result of the purchase of shares in the tender offer, BTB has sufficient voting power to approve the merger without the affirmative vote of any other Indevus stockholder.
Following the merger, Indevus will become a wholly-owned subsidiary of Endo, and each share of Indevus' outstanding common stock will be cancelled and converted into the right to receive the same consideration, without interest, received by holders who tendered in the tender offer. Thereafter, Indevus common stock will cease to be traded on the NASDAQ Stock Market.
