JLL Partners Announces Receipt of Approval from German Competition Authorities for PharmaNet Tender Offer and Merger
18 Março 2009 - 6:36PM
PR Newswire (US)
NEW YORK, March 18 /PRNewswire/ -- JLL Partners ("JLL"), a leading
private equity investment firm, announced today that its affiliates
have received approval from the German Federal Cartel Office (the
"FCO") to complete the previously announced tender offer for all of
the outstanding shares of common stock of PharmaNet Development
Group, Inc. (NASDAQ:PDGI) ("PharmaNet"). The tender offer was
commenced by JLL PharmaNet Holdings, LLC ("Parent"), through its
wholly-owned subsidiary, PDGI Acquisition Corp. ("Purchaser"),
which is an affiliate of JLL and JLL Partners Fund VI, L.P., one of
the investment funds managed by JLL (the "Sponsor"). The FCO also
approved the completion of the merger of Purchaser and PharmaNet
that will occur after the completion of the tender offer. As
previously announced, the tender offer was extended to allow JLL
time to obtain the FCO approval and is now scheduled to expire on
March 19, 2009 at 12:00 midnight, New York City time. Upon the
successful closing of the tender offer, which remains subject to
the satisfaction of customary closing conditions, stockholders of
PharmaNet will receive $5.00 in cash net for each share of
PharmaNet common stock tendered in the tender offer, without
interest and less any required withholding taxes. Following the
acceptance for payment of shares in the tender offer and completion
of the merger of Purchaser and PharmaNet pursuant to the merger
agreement among the parties, PharmaNet will become a wholly owned
subsidiary of Parent. Upon expiration of the tender offer, JLL
expects all validly tendered shares to be accepted for payment and
the merger to close shortly thereafter. About JLL Partners Parent
is an affiliate of the Sponsor, a private equity investment fund
managed by JLL. Each of Parent and Purchaser were formed for the
purpose of entering into a business combination transaction with
PharmaNet, and have not carried on any business activities other
than in connection with the tender offer and merger. Founded in
1988, JLL is a leading private equity investment firm with
approximately $4.0 billion of capital under management that has
invested in a variety of industries, with special focus on
healthcare and medical services, financial services and building
products. JLL makes equity investments in middle market companies
with the objective of extricating good companies from complicated
situations or building strong companies in partnership with
exceptional managers. Further information related to JLL can be
found on its website, http://www.jllpartners.com/. Important
Information about the Tender Offer This press release is neither an
offer to purchase nor a solicitation of an offer to sell
securities. The tender offer is being made pursuant to a Tender
Offer Statement on Schedule TO (including the Offer to Purchase,
the related Letter of Transmittal and other tender offer materials)
filed by Parent, Purchaser and the Sponsor with the SEC on February
12, 2009. In addition, on February 12, 2009, PharmaNet filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC related to the tender offer. The Tender Offer Statement (and
related materials) and the Solicitation/Recommendation Statement
contain important information that should be read carefully before
any decision is made with respect to the tender offer. Those
materials may be obtained at no charge upon request to either
Innisfree M&A Incorporated, the information agent for the
tender offer at (888) 750-5834 (toll free), or to Jefferies &
Company, Inc., the Dealer Manager for the tender offer at (888)
323-3302 (toll free). In addition, all of those materials (and all
other offer documents filed with the SEC) are available at no
charge on the SEC's website at http://www.sec.gov/. DATASOURCE: JLL
Partners CONTACT: Innisfree M&A Incorporated, +1-888-750-5834;
or Jefferies & Company, Inc., +1-888-323-3302, both for JLL
Partners Web Site: http://www.jllpartners.com/
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