DRAXIS Obtains Final Order for Proposed Arrangement
May 27 2008 - 12:33PM
PR Newswire (US)
Court approves acquisition of DRAXIS by Jubilant TORONTO, May 27
/PRNewswire-FirstCall/ -- DRAXIS Health Inc. ("DRAXIS") (TSX: DAX)
(NASDAQ:DRAX) announced today that it has obtained a Final Order
from the Quebec Superior Court in connection with the previously
announced proposed statutory plan of arrangement under which all of
DRAXIS' common shares will be acquired by an indirect wholly-owned
subsidiary of Jubilant Organosys Ltd ("Jubilant") for US$6.00 per
common share. The arrangement was approved by 99% of the votes cast
by holders of DRAXIS' common shares, which was in excess of the 66
2/3% required, at the annual and special meeting of DRAXIS
shareholders held May 23, 2008. The transaction is expected to
close shortly. The transaction remains subject to customary closing
conditions. About DRAXIS Health Inc.: DRAXIS Health, through its
wholly owned operating subsidiary, DRAXIS Specialty Pharmaceuticals
Inc., provides products in three categories: sterile products,
non-sterile products and radiopharmaceuticals. Sterile products
include liquid and freeze-dried (lyophilized) injectables plus
sterile ointments and creams. Non-sterile products are produced as
solid oral and semi-solid dosage forms. Radiopharmaceuticals are
used for both therapeutic and diagnostic molecular imaging
applications. Pharmaceutical contract manufacturing services are
provided through the DRAXIS Pharma division and
radiopharmaceuticals are developed, produced, and sold through the
DRAXIMAGE division. DRAXIS employs approximately 500 staff in its
Montreal facility. For additional information please visit
http://www.draxis.com/ Caution Concerning Forward-Looking
Statements This news release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities Act") and Section 21E of the Securities
Exchange Act of 1934, as amended (the "Exchange Act") and as
contemplated under other applicable securities legislation. These
statements can be identified by the use of forward-looking
terminology such as "may," "will," "expect," "anticipate,"
"estimate," "continue," "plan," "intend," "believe" or other
similar words. These statements discuss future expectations
concerning results of operations or financial condition or provide
other forward-looking information. Our actual results, performance
or achievements could be significantly different from the results
expressed in, or implied by, those forward-looking statements. You
should not place undue reliance on any forward-looking statement,
which speaks only as of the date made. These statements are not
guarantees of future performance. By their nature, forward-looking
statements involve numerous assumptions, known and unknown risks,
uncertainties and other factors that may cause the actual results
or performance of the Company to be materially different from such
statements or from any future results or performance implied
thereby. Factors that could cause the Company's results or
performance to differ materially from a conclusion, forecast or
projection in the forward-looking statements include, but are not
limited to: - the potential acquisition of DRAXIS by Jubilant in an
all cash transaction at US$6.00 per outstanding share (the
"Acquisition"); - the ability of each of Jubilant and DRAXIS to
satisfy all of the closing conditions to complete the Acquisition;
- the achievement of desired clinical trial results related to
DRAXIS' pipeline products; - timely regulatory approval of DRAXIS'
products; - the ability to comply with regulatory requirements
applicable to the manufacture and marketing of DRAXIS' products; -
DRAXIS' ability to obtain and enforce effective patents; - the
non-infringement of third party patents or proprietary rights by
DRAXIS and its products; - factors beyond DRAXIS' control that
could cause interruptions in operations in its single manufacturing
facility (including, without limitation, material equipment
breakdowns); - reimbursement policies related to health care; - the
establishment and maintenance of strategic collaborative and
commercial relationships; - DRAXIS' dependence on a small number of
key customers; - the disclosure of confidential information by
DRAXIS' collaborators, employees or consultants; - the preservation
of healthy working relationships with DRAXIS' union and employees;
- DRAXIS' ability to grow the business; - the fluctuation of
DRAXIS' financial results and exchange and interest rate
fluctuations; - the adaptation to changing technologies; - the loss
of key personnel; - the avoidance of product liability claims; -
the loss incurred if current lawsuits against DRAXIS succeed; - the
volatility of the price of DRAXIS' common shares; - market
acceptance of DRAXIS' products; - factors described under "Outlook"
in DRAXIS' MD&A for the most recent quarter; and - the risks
described in "Item 3. Key Information - Risk Factors" in the Annual
Report Form 20-F filed by DRAXIS with the United States Securities
and Exchange Commission and which is also filed as DRAXIS' Annual
Information Form with Canadian securities regulators. For
additional information with respect to certain of these and other
factors, and relating to DRAXIS generally, reference is made to
DRAXIS' most recent filings with the United States Securities and
Exchange Commission (available on EDGAR at http://www.sec.gov/) and
the filings made by DRAXIS with Canadian securities regulators
(available on SEDAR at http://www.sedar.com/). The forward-looking
statements contained in this document represent DRAXIS'
expectations as at May 26, 2008. Unless otherwise required by
applicable securities laws, DRAXIS disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
DATASOURCE: DRAXIS Health Inc. CONTACT: DRAXIS Health Inc., Jerry
Ormiston, Executive Director, Investor Relations, Phone:
1-877-441-1984
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