Dabur Pharma Ltd has informed BSE that the Company has obtained requisite Shareholders approval through Postal Ballot pursuant to Section 192A of the Companies Act, 1956 on the Special resolution for cancellation of 1481226 employees Stock Options granted to five eligible employees and option to other employees to surrender their outstanding options / shadow options.
Morgan Stanley India Company Pvt Ltd (”Manager to the Offer”) on behalf of Fresenius Kabi (Singapore) Pte Ltd (”Acquirer”) & Fresenius Kabi Austria GmbH, Fresenius SE and Fresenius Finance BV (”Persons Acting in Concert”/ “PACs”) has issued this Corrigendum to the Public Announcement to the shareholders of Dabur Pharma Ltd (”Target Company”), which is in continuation of & should be read in conjunction with the Public Announcement (”PA”) dated April 22, 2008 pursuant to Regulations 10 & 12 of the Securities & Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 1997 and subsequent amendments thereto (the “SEBI (SAST) Regulations”).
The shareholders of the Target Company are requested to note the following:
Revised Schedule of Activities:
The original & revised schedule for major activities of the offer is as under:
------------------------------------------------------------------------------------------ Activity Original Schedule Revised Schedule ------------------------------------------------------------------------------------------ Specified Date May 02, 2008 May 02, 2008 Date of Opening of the Offer June 13, 2008 June 20, 2008 Date of Closing of the Offer July 03, 2008 July 09, 2008 ------------------------------------------------------------------------------------------
Dabur Pharma Ltd has informed BSE that the Board of Directors of the Company at its meeting held on May 30, 2008, inter alia, have :
1. Not recommended any dividend for the year.
2. Recommended the appointment of Mr. Mohit Burman, who was appointed as an additional director on the board of the Company on July 26, 2007, as a director liable to retire by rotation.
3. Recommended the re-appointment of Mr. Ajay K Vij as a Whole Time Director of the Company for another period of 5 years w.e.f. December 02, 2008.
Morgan Stanley India Company Pvt Ltd (”Manager to the Offer”) on behalf of Fresenius Kabi (Singapore) Pte Ltd (”Acquirer”) & Fresenius Kabi Austria GmbH, Fresenius SE and Fresenius Finance BV (”Persons Acting in Concert”/ “PACs”) has issued this Public Announcement (”PA”) to the Equity shareholders of Dabur Pharma Ltd (”Target Company”), in compliance with Regulations 10 & 12 of the Securities & Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 1997 and subsequent amendments thereto (the “SEBI (SAST) Regulations”).
The Offer
This offer is made to all shareholders of the Target company, except to the parties to the Share Purchase Agreements, to acquire upto 3,13,41,260 fully paid-up equity shares of face value Rs 1 each of the Target Company (”Offer shares”) forming 20% of the Emerging voting Capital of the Target Company. The Offer is being made at a price of Rs 76.50 (Rupees seventy six and fifty paise only) for each full paid-up share (”Offer Price”) to be paid in cash in accordance with the SEBI (SAST) Regulations, and subject to the terms & conditions mentioned in the PA and as will be set out in the Letter of Offer in relation to the Offer (”Letter of Offer”). The Offer size is reckoned on the Emerging Voting Capital in terms of Regulations 21(1) and 21(5) of the SEBI (SAST) Regulations.
Schedule of Activities:
Specified Date - May 02, 2008
Date of Opening of the Offer - June 13, 2008
Date of Closing of the Offer - July 03, 2008
Dabur Pharma Ltd has informed BSE that pursuant by an order on the March 11, 2008 as amended on March 27, 2008 read with order dated October 17, 2003, the Hon’ble High Court of Delhi has directed that a meeting of the equity shareholders the Company will be held May 18, 2008, for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed modification of the Scheme of Arrangement sanctioned by the Hon’ble High Court on October 17, 2003 to the extent that property bearing Plot No. 11 in ECHELON Institutional Area, Sector - 32, Gurgaon, Haryana shall be kept outside the purview of Scheme of Arrangement and stand omitted from the definition of “Demerged Undertaking” and shall not form a part of the transfer of undertaking contemplated in the said Scheme of Arrangement.
Dabur Pharma Ltd has informed BSE that by an order on the March 11, 2008 as amended on March 27, 2008 read with order dated October 17, 2003, the Hon’ble High Court of Delhi has directed that a meeting of the unsecured creditors the Company will be held May 18, 2008, for the purpose of considering and, if thought fit, approving, with or without modification(s), the proposed modification of the Scheme of Arrangement sanctioned by the Hon?ble High Court on October 17, 2003 to the extent that property bearing Plot No. 11 in ECHELON Institutional Area, Sector - 32, Gurgaon, Haryana shall be kept outside the purview of Scheme of Arrangement and stand omitted from the definition of “Demerged Undertaking” and shall not form a part of the transfer of undertaking contemplated in the said Scheme of Arrangement.
Dabur Pharma Ltd has announced that the Burman family, promoters of the Dabur Group, has decided to divest its entire stake in Dabur Pharma Ltd to Fresenius Kabi, a business segment of Fresenius SE, a Euro 11.4 Billion German Multinational with business interests across the global healthcare space at a price of Rs 76.50 per share. A share purchase agreement to this effect has been signed in New Delhi and the closing of the same is subject to requisite regulatory approvals.
Dabur Pharma is the Pharmaceutical Business of the Group and is focused on the attractive Global Oncology market. It has built up an impressive product portfolio in Oncology which is being sold through its global footprint across more than 40 countries including the key markets of US and Europe. Fresenius Kabi is a business segment of the healthcare group Fresenius SE. In 2007, Fresenius Kabi had revenues of Euro 2,030 Mn and an operating profit of Euro 332 Mn. This transaction broadens Fresenius’ i.v. drug portfolio and its offering of patient specific oncology therapies
Commenting on the proposed transaction, Dr. Anand C Burman, Founder / Director of the Company and the force behind this business said - “We are happy to have created significant shareholder value through this business in a short span of time”. At the same time, I am also confident that this business will continue to grow and strengthen under the able guidance of Fresenius group, a well respected global healthcare player. This is definitely a win-win situation for the shareholders of DPL, the employees of DPL and Fresenius Kabi”
He goes on to add - “The global Pharma market is very attractive from an India perspective given the strong R&D skills available in this country. There is a huge opportunity across the entire pharmaceutical value chain from drug discovery & development, clinical trials, manufacturing to specialty diagnostics. We remain optimistic about this sector and would continuously look to create value from these opportunities.”
Reacting to the announcement of a proposed change of control from the Dabur Group to Fresenius Group, Mr. Ajay Kumar Vij , CEO Dabur Pharma commented - “The Company has benefited greatly from the strong entrepreneurial abilities as well technical expertise of Dr. Anand Burman and the family in bringing it to where it stands today. Under the new ownership, I am confident we will maintain this momentum going forward. We are looking forward to tap into the global knowledge pool, experience and footprint of the Fresenius group to realize the potential of our Oncology business.”
Dabur Pharma Ltd has informed BSE that the Company has signed an agreement with Government Pharmaceutical Organization (GPO) of Thailand for generic version of one of its key anticancer products.
In this regard the Company has issued the following Press Release:
“Dabur Pharma Ltd on April 09, 2008 announced that it has recently signed an agreement with Government Pharmaceutical Organization (GPO) of Thailand for generic version of one of its key anticancer products.
Mr. Ajay Kumar Vij, CEO Dabur Pharma, said “Dabur Pharma is committed to providing high quality anticancer products at cost effective prices. The agreement with GPO has been signed for generic Docetaxel Injection at a very special price. GPO will be importing the product in Thailand and then making it available to needy patients. This agreement is to support the efforts of H. E. the Health Minister of Thailand to provide universal access to essential medicines for patients with low income by way of Compulsory Licensing. The Company salutes this humanitarian initiative of the Royal Thai Government and is not looking for economic gains on this deal.”
Dabur Pharma Ltd on March 11, 2008 has announced that it has received approvals for Irinotecan Hydrochloride Injection in Italy and Denmark.
The Company had successfully launched the generic version of the drug in the US recently, being amongst the first of a handful of companies to do so. It also has approval for the drug in the UK.
Speaking on the occasion, Chief Executive Officer, Dabur Pharma Ltd., Mr. Ajay Kumar Vij said “We are extremely pleased to receive these approvals for Irinotecan across Europe. This bear testimony to the strong foundation we are laying towards becoming one of the leading oncology players across the globe.
Irinotecan Hydrochloride Injection is the generic version of Pfizer’s Camptosar?. It is indicated as a component of first-line therapy in combination with 5-fluorouracil and leucovorin for patients with metastatic carcinoma of the colon or rectum. It is also indicated for patients with metastatic carcinoma of the colon or rectum where disease has recurred or progressed following initial fluorouracil based therapy.
Dabur Pharma Ltd has informed BSE that the Company has announced approval and launch of Irinotecan Hydrochloride Injection in United States.
In this regard, the Company has issued the following Press Release:
Dabur Pharma Ltd on February 28, 2008, has announced the approval & launch of Irinotecan hydrochloride injection in United States.
Speaking on the occasion, Mr. Ajay Kumar Vij, CEO said ?This is a major milestone for Dabur Pharma. This is our 4th product approval in the US market, wherein we have already submitted 13 dossiers. Dabur Pharma is vertically integrated in the product and is already one of the largest producers of Irinotecan API (Active Pharmaceutical Ingredient) in the world. The approval in US will provide a quantum jump to our aggressive growth plans?.
Irinotecan Injection is the generic version of Camptosar?, which had sales of over US$ 556 million in the US (IMS - MAT 03/07). Irinotecan is indicated as a component of first line therapy in combination with 5- fluorouracil and leucovorin for patients with metastatic carcinoma of the colon or rectum. Irinotecan is indicated for patients with metastatic carcinoma of the colon or rectum whose disease has recurred or progressed following initial fluorouracil- based therapy.