May 24, 2013
/PRNewswire/ -- In accordance with Rule 17.1 and Rule 2.9 of the Irish Takeover Rules and Rule 14e-1 of the United States Exchange Act, Echo Pharma Acquisition Limited ("
") today announced acceptance levels its original offer for Elan Corporation (NYSE: ELN).
2 May 2013
, Echo Pharma Acquisition Limited ("
") made an offer for the entire of the issued and to be issued share capital of Elan Corporation, plc ("
") (the "
20 May 2013
, Royalty Pharma announced the terms of a revision to the Original Offer (the "
"). The Increased Offer was made on
23 May 2013
and is an all cash offer of
per Elan Share (including each Elan Share represented by an Elan ADS). The full terms of, and conditions to, the Increased Offer and the procedure for acceptance are set out in the revised offer document despatched by Royalty Pharma on
23 May 2013
Revised Offer Document
A reference in this announcement to the "Offer" means the Original Offer (including where the context so requires, any subsequent revision, variation, extension or renewal of the Original Offer, including in connection with the Increased Offer). Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Revised Offer Document.
Royalty Pharma is making this announcement in accordance with Rule 17.1 and Rule 2.9 of the Irish Takeover Rules and Rule 14e-1 of the US Exchange Act.
Level of Acceptances
(Irish time) /
New York City
23 May 2013
(being the date the Original Offer was revised), Royalty Pharma had received valid acceptances of the Offer (which had not been withdrawn) from Elan Stockholders in respect of 67,814 Elan Shares (including Elan Shares represented by Elan ADSs). These acceptances represent, at the applicable time: (1) approximately 0.01% of the Maximum Elan Shares Affected (as defined in the Revised Offer Document) and which may be counted towards the satisfaction of the Acceptance Condition to the Offer (as set out in paragraph (a) of Part A of Appendix I to the Revised Offer Document); and (2) approximately 0.01% of the issued share capital of Elan.
So far as Royalty Pharma is aware, none of these acceptances have been received from persons acting in concert with Royalty Pharma.