July 23, 2012
Willkie Advises Taro Special Committee on Evaluation of Sun Pharma’s Buyout Bid
Steven A. Seidman
, Laura L. Delanoy
On July 19, Taro Pharmaceutical Industries Ltd. announced that the Special Committee of its Board of Directors unanimously rejected the October 18, 2011 unsolicited, non-binding offer from Sun Pharmaceutical Industries Ltd. to purchase all of the issued and outstanding shares of Taro not currently held by Sun Pharma for $24.50 per share. The Special Committee, advised by Willkie as U.S. legal counsel, found the proposal "inadequate and not in the best interests of Taro’s minority shareholders." Citigroup Global Markets Inc. served as the Committee’s independent financial advisor. India-based Sun Pharma owns the remaining 66.3% of Taro. The two companies entered a merger agreement in 2007. Based in Israel, Taro is a multinational, science-based pharmaceutical company focused on discovering, developing, manufacturing and marketing healthcare products. The matter was handled by partners Steven Seidman and Laura Delanoy and associate Laura Acker.