WuXi PharmaTech (Cayman) Inc . announced that the Grand Court of the Cayman Islands has scheduled a hearing for June 29, 2010 in connection with WuXi’s proposed cash-and-stock transaction with Charles River Laboratories International, Inc. Under the law of the Cayman Islands, Grand Court approval is required to complete the transaction. Subject to court’s approval, WuXi’s shareholder meeting will be held on August 5, 2010, at which time shareholders of record as of June 30, 2010 will be able to vote their shares on the combination with Charles River. The Charles River shareholder meeting to vote on the transaction is also scheduled to be held on August 5, 2010, for Charles River shareholders of record as of June 30, 2010.
“This complementary combination is very attractive from a strategic perspective, and we believe it will create substantial value for WuXi shareholders who will retain significant upside through the stock component of the transaction while also receiving $11.25 in cash for each American Depositary Share,” said Dr. Ge Li, WuXi Chairman and Chief Executive Officer. “This combination will create a full-service, early-stage drug development company ideally positioned to address the rapidly changing needs of our pharmaceutical customers who are increasingly looking for a broad range of global outsourcing solutions, particularly in China. We look forward to closing the transaction and bringing the compelling benefits of the combination to our customers and shareholders.”
As announced on April 26, 2010, Charles River is seeking to acquire all of the outstanding ordinary shares of WuXi through a scheme of arrangement under Section 86 of the Cayman Companies Law. The scheme of arrangement must be approved by the Grand Court and by a majority in number of the WuXi shareholders representing 75% or more of the WuXi shares present and voting, whether in person or by proxy. The Court is expected to render its final decision approximately two weeks following the WuXi shareholders’ vote and WuXi expects the transaction to close by the fourth quarter of 2010.
