Kaunas, Lithuania, 2011-09-23 07:06 CEST (GLOBE NEWSWIRE) --
On 22 September 2011 SANITAS AB (hereinafter – “Company”) received a notification regarding the mandatory sale of shares (squeeze-out) from its shareholder Valeant Pharmaceuticals International, Inc.
Valeant Pharmaceuticals International, Inc., which owns by ownership title 98,35% (i.e. more than 95%) of shares of SANITAS AB granting a voting right and owning 98,35% of votes in the general meeting of shareholders of the Company (according to data as of 20 September 2011), following Article 37 of the Law on Securities of the Republic of Lithuania, as well as a price per one ordinary share of the Company equal to 10,06 EUR which was approved by the Securities Commission of the Republic of Lithuania for implementing mandatory tender offer, requested that minority shareholders sell the ordinary shares of the Company owned by them.
The ordinary registered shares of the Company (ISIN code LT0000106171) are admitted to the Main List of AB NASDAQ OMX Vilnius. The Company has outstanding 31,105,920 (thirty one million one hundred five thousand nine hundred twenty) ordinary registered shares LTL 1 (one litas) par value each, with the total par value of LTL 31,105,920 (thirty one million one hundred five thousand nine hundred twenty litas).
It is stated in the notification of Valeant Pharmaceuticals International, Inc. that on the date of signature of notification the buying shareholder, Valeant Pharmaceuticals International, Inc., owns 30 593 656 ordinary registered shares of the Company, which confer 98,35% of votes in the general meeting of shareholders of the Company (according to data as of 20 September 2011).
For one ordinary registered share of the Company Valeant Pharmaceuticals International, Inc. offers 10,06 EUR. The Price for shares of the Company is established in accordance with the Article 37 part 4 clause 1 of the Law on Securities of the Republic of Lithuania – the price is the same which was paid during the mandatory tender offer, implementing which Valeant Pharmaceuticals International, Inc. acquired more than 95% of shares of the Company.
Valeant Pharmaceuticals International, Inc. shall place an order through AB bankas FINASTA to the market to buy the remaining shares of the Company, which shall be valid for 90 (ninety) days after the public notification about the mandatory sell of shares (squeeze-out) (publishing in the daily newspaper indicated in the Articles of Association of the Company).
Settlement for the shares shall be made in cash – T+3 (in the third day after the execution of the transaction). The shares can be sold at any day during the announced mandatory sale of shares.
Until 22 December 2011 all the shareholders are obliged to sell their shares of the Company to Valeant Pharmaceuticals International, Inc. or to dispute the indicated price of shares in the manner, stipulated in the Article 37 part 14 of the Law on Securities of the Republic of Lithuania.
If any of the shareholders fail to sell their shares, Valeant Pharmaceuticals International, Inc. shall request that the shares of the Company which were not sold would be recorder to the securities account of Valeant Pharmaceuticals International, Inc., i.e. the records regarding the transfer of ownership title to the shares to the shareholder buying the shares, Valeant Pharmaceuticals International, Inc., are made Settlement for such shares shall be performed after the ruling of the court comes into effect from the cash which shall be deposited at the special account. Each shareholder which shall not sell its shares shall be notified about this separately.
Any shareholder of the Company may find the documents (that were the basis of setting the price for the shares) in the Company during the working hours of the Company.
A person authorized to provide additional information: Mr. Saulius Jurgelenas, Chief Executive Officer of Sanitas, AB phone number +370 686 67779.
Lawyer
Dovilė Morkytė
+370 615 15163