Contact:
Robert F. Doman,
Richard Christopher,
Chad Rubin,
Cory Tromblee, | Contact:
Thomas Versosky |
Detroit, MI and Wilmington, MA - December 5, 2012 - Caraco Pharmaceutical Laboratories, Ltd. ("CPL"), a wholly owned subsidiary of Sun Pharmaceutical Industries Limited ("Sun Pharma"), and DUSA Pharmaceuticals, Inc. (NASDAQ GM: DUSA) ("DUSA") today announced that they have received notice from the Federal Trade Commission granting early termination of the waiting period for U.S. antitrust review under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Act"), in connection with the previously announced acquisition of the outstanding shares of DUSA by Caraco Acquisition Corporation ("Purchaser"), a wholly owned subsidiary of CPL. Accordingly, the condition to the closing of the tender offer with respect to the expiration or termination of the applicable waiting period under the HSR Act has been satisfied. The transaction remains subject to other closing conditions as set forth in the offer to purchase filed by Purchaser and certain of its affiliates with the U.S. Securities and Exchange Commission ("SEC") on November 21, 2012.
The tender offer to acquire all of the outstanding shares of common stock of DUSA for $8.00 per share, net to the seller in cash without interest and less any required withholding taxes was commenced on November 21, 2012. The tender offer is being made pursuant to the offer to purchase and related letter of transmittal, each dated November 21, 2012. The tender offer is scheduled to expire at Midnight, New York time, on December 19, 2012 (at the end of the day), unless extended or earlier terminated in accordance with the offer to purchase and the applicable rules and regulations of the SEC.
About Caraco Pharmaceutical Laboratories
Detroit-based Caraco Pharmaceutical Laboratories, Ltd.
develops, manufactures, markets and distributes generic
pharmaceuticals to the nation's largest wholesalers,
distributors, drugstore chains and managed care providers.
About DUSA
DUSA Pharmaceuticals, Inc. is a market leader in
photodynamic therapy (PDT), marketing products to
dermatologists to treat patients with minimally to
moderately thick actinic keratoses (AKs) of the face or
scalp. DUSA commercial brands include BLU-U®, and LEVULAN®/
KERASTICK®. www.dusapharma.com
DUSA Forward-Looking Statement
This news release includes "forward-looking statements"
within the meaning of the safe harbor provisions of the
United States Private Securities Litigation Reform Act of
1995. The forward-looking statements in this new
release relating to management's expectations and beliefs
are based on preliminary information and management
assumptions. Furthermore, no assurances can be made:
that the other closing conditions holders set forth in the
offer to purchase filed by Purchaser and certain of its
affiliates will be met; regarding the timing of the
expiration, or any termination, of the tender offer, or
that the holders of at least a majority of the outstanding
shares of DUSA's common stock will tender their shares
pursuant to the tender offer. These forward-looking
statements are subject to significant risks and
uncertainties that could cause actual results to differ
materially from future results, performance or achievements
expressed or implied by those in the forward-looking
statements made in this release.
Additional Information
This communication is neither an offer to purchase nor a
solicitation of an offer to sell any shares of the common
stock of DUSA Pharmaceuticals, Inc. or any other
securities. Purchaser, CPL, Sun Pharma and certain of their
affiliates have filed a tender offer statement on Schedule
TO with the SEC, as amended from time to time, and the
offer to purchase shares of DUSA Pharmaceuticals, Inc.
common stock will only be made pursuant to the offer to
purchase, the letter of transmittal and related documents
filed as a part of the Schedule TO. DUSA has filed a
solicitation/recommendation statement on Schedule 14D-9
with respect to the tender offer. INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ BOTH THE TENDER OFFER
STATEMENT, AS FILED AND AS IT MAY BE AMENDED FROM TIME TO
TIME, AND THE SOLICITATION/ RECOMMENDATION STATEMENT BY
DUSA ON SCHEDULE 14D-9, AS FILED AND AS IT MAY BE AMENDED
FROM TIME TO TIME, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION REGARDING THE OFFER. Investors and security
holders may obtain a free copy of these statements and
other documents filed with the SEC at the website
maintained by the SEC at www.sec.gov or by directing such
requests to MacKenzie Partners, Inc., the Information Agent
for the offer, at 800-322-2885 (toll free).
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