Sep 29 2009
Discussions on Possible Strategic Transactions with Lonza Continuing
The Special Committee of Independent Directors of Patheon Inc. ("Patheon" or "the Company") (TSX:PTI) announced that Joaquin Viso and Olga Lizardi have agreed to adjourn on consent the previously disclosed Court application they commenced on September 2, 2009 seeking an order requiring that a special meeting of shareholders (the "Requisitioned Meeting") in response to their previously announced requisition be held no later than October 30, 2009. As previously announced, the Special Committee has set December 15, 2009 as the date for the meeting. The Special Committee has agreed that the Requisitioned Meeting will not be postponed beyond December 15 unless the Special Committee in good faith in its discretion believes at the relevant time that a strategic transaction involving Lonza Group AG ("Lonza")(which includes a bid by Lonza for all of the outstanding restricted voting shares) may be achievable, in which case the meeting may be postponed to a later date. This arrangement will ensure that the Requisitioned Meeting does not interfere with the ongoing discussions with Lonza, and will allow Patheon sufficient time, if it determines to do so, to negotiate definitive agreements and complete such a transaction.
The Special Committee also announced that it will continue discussions with Lonza regarding the previously announced non-binding proposal to acquire all of the outstanding restricted voting shares of the Company at a price of US$3.55 per share as well as other possible strategic transactions with Lonza, during the due diligence and exclusivity period of Lonza which was extended to October 15, 2009, as announced earlier today.
There can be no assurance that any transaction involving Lonza will be completed or as to the terms of any such transaction.