NEW YORK, April 11, 2006 (PRIMEZONE) -- Notice is hereby given that a class action lawsuit was filed by the law firm of Wechsler Harwood LLP ("Wechsler Harwood") in the United States District Court for the District of Minnesota. Plaintiff brings this action on behalf of itself and a class of non-management stockholders who held stock in Orphan Medical, Inc. ("Orphan " or the "Company") (Nasdaq:ORPH) at the time it was acquired by Jazz Pharmaceuticals, Inc. ("Jazz"), and who received from Jazz $10.75 in cash for each Orphan share owned (the "Class"). The complaint charges Orphan and certain of its officers and directors with violations of Sections 14(a) of the Securities Exchange Act of 1934.
Specifically, the complaint alleges that Orphan violated the Federal securities laws by disseminating a proxy statement in connection with the solicitation by the board of directors of proxies to be voted at a special meeting of stockholders held on June 22, 2005 in which defendants made false and misleading statements in connection with the value of the Company.
The Proxy Statement describes at great length the opinion of Orphan's financial advisor, Banc of America Securities LLC,(the "Financial Advisor"), that the $10.75 merger consideration was fair "from a financial point of view" to common stockholders. The Proxy Statement, however, omitted to disclose that the Financial Advisor, in giving such opinion, materially undervalued Orphan by failing to take into account positive developments involving Xyrem, Orphan Medical's "lead product."
Plaintiff seeks to recover damages on behalf of the Class and is represented by Wechsler Harwood, which has extensive experience representing shareholders in class actions and has been recognized as able practitioners by the courts. www.whesq.com
If you are a member of the Class described above, you may, not later than 60 days from today, move the Court to serve as lead plaintiff of the Class, if you so choose. A lead plaintiff is a representative party that acts on behalf of other Class members in directing the litigation. In order to be appointed lead plaintiff, the Court must determine that the Class member's claim is typical of the claims of other Class members, and that the Class member will adequately represent the Class. Under certain circumstances, one or more Class members may together serve as "lead plaintiff." Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. You may retain Wechsler Harwood, or other counsel of your choice, to serve as your counsel in this action.
Wechsler Harwood has taken a leading role in many important actions on behalf of defrauded shareholders, employee investors, and consumers and is responsible for hundreds of millions of dollars in recoveries. You can obtain a copy of the complaint by visiting the Wechsler Harwood website at http://www.whesq.com or by contacting the firm directly. The Wechsler Harwood website contains detailed information regarding this matter and additional information about the firm. If you wish to discuss this action with us, or have any questions concerning this notice or your rights and interests with regard to the case, please contact our Shareholder Relations Department:
CONTACT: Wechsler Harwood LLP
488 Madison Avenue, 8th Floor
New York, New York 10022
Toll Free Telephone: (877) 935-7400
Facsimile: (212) 753-3630
http://www.whesq.com
Attention: Craig Lowther (clowther@whesq.com)
More information on this and other class actions can be found on the Class Action Newsline at www.primezone.com/ca.