Strides Arcolab Limited (“Strides’) today announced that it has signed definitive agreements with Genepharm Australasia Limited (“GAA”).

* Strides will vend its Australian and Asian business in exchange for the issue of shares in Genepharm, subject to approval of Genepharm shareholders.
* Strides has acquired a relevant interest over 17.7% of the issued shares in ASX-listed Genepharm under a share acquisition agreement with a group of Genepharm shareholders based in Cyprus that are associated with Genepharm’s largest shareholder, Genepharm Asia Pacific Enterprises Limited (“GAPE Transaction”). When added to the existing 2.1% of Genepharm shares over which Strides currently has a relevant interest, the GAPE Transaction takes Strides’ total relevant interest in Genepharm issued shares to approximately 19.8%.
* On successful completion of the Genepharm Transaction, Strides may emerge with a shareholding of approximately 55% of the expanded capital base of Genepharm.
* The combined regional businesses are expected to have revenue of approximately A$ 100 million on closing of the Genepharm Transaction.
* The transaction has been assessed by an Independent Expert as being fair and reasonable to the non-associated shareholders of Genepharm.

The transaction terms are consistent with the original Heads of Agreement announced on 10 February 2008, except that:

* The purchase consideration for the acquisition of Strides’ Australian and Asian operations has been reduced from A$ 65.0 million to A$61.0 million, with Genepharm proposing to assume approximately A$4.1 million of existing debt within the business.
* The issue price of the shares paid to Strides as purchase consideration is A$0.55 per share compared to the original price of A$0.60 per share, reflecting Genepharm’s recent trading results and share price performance.

Sourced From: Adfactors Public Relations Pvt Ltd

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