PPD Announces Shareholder Approval of Merger with Affiliates of The Carlyle Group and Hellman & Friedman
November 30 2011 - 2:00PM
Business Wire
Pharmaceutical Product Development, Inc. (Nasdaq: PPDI) today
announced that its shareholders have voted to approve the adoption
of the agreement and plan of merger, dated October 2, 2011,
providing for the merger of the company with an entity controlled
by affiliates of The Carlyle Group and affiliates of Hellman &
Friedman, at a special meeting of shareholders held today.
Approximately 96.4% of the shares voting at today’s special
meeting of shareholders voted in favor of the adoption of the
merger agreement, which represented approximately 75.6% of the
company’s total outstanding shares of common stock as of the
October 24, 2011 record date. A quorum of 78.4% of the company’s
total outstanding shares of common stock as of the October 24, 2011
record date voted at the meeting.
Upon consummation of the merger, the company’s shareholders will
receive $33.25 in cash for each share of the company’s common
stock. The transaction is subject to certain remaining customary
closing conditions as set forth in the merger agreement and
discussed in detail in the definitive proxy statement filed with
the U.S. Securities and Exchange Commission by PPD on October 28,
2011 and supplemented on November 14, 2011.
About PPD
PPD is a leading global contract research organization providing
drug discovery, development and lifecycle management services. Our
clients and partners include pharmaceutical, biotechnology, medical
device, academic and government organizations. With offices in 44
countries and more than 11,000 professionals worldwide, PPD applies
innovative technologies, therapeutic expertise and a commitment to
quality to help clients and partners accelerate the delivery of
safe and effective therapeutics and maximize the returns on their
R&D investments. For more information, visit www.ppdi.com.
Except for historical information, all of the statements,
expectations and assumptions, including statements, expectations
and assumptions about the merger, contained in this news release
are forward-looking statements that involve a number of risks and
uncertainties. Although PPD attempts to be accurate in making these
forward-looking statements, it is possible that future
circumstances might differ from the assumptions on which such
statements are based and could cause actual results to differ
materially from the forward-looking statements. Other important
factors which could cause future results to differ materially
include the following: risks that the merger might not close; risks
that PPD might lose customers and/or employees as a result of
announcement of the merger; overall global economic conditions;
economic conditions, research and development spending, and
outsourcing trends in the pharmaceutical, biotechnology and
government-sponsored research sectors; consolidation in the
pharmaceutical and biotechnology industries; competition in the
outsourcing industry; PPD’s ability to win new business; loss,
delay or modification of large contracts; higher-than-expected
cancellation rates; the rate of conversion of backlog into revenue;
actual operating performance; fluctuations in currency exchange
rates; the ability to attract, integrate and retain key personnel;
and risks associated with and dependence on strategic
relationships. These and other PPD risk factors are set forth in
more detail from time to time in our SEC filings, copies of which
are available free of charge upon request from PPD’s investor
relations department. PPD assumes no obligation and expressly
disclaims any duty to update these forward-looking statements in
the future, except as required by applicable law. These
forward-looking statements should not be relied upon as
representing PPD’s estimates or views as of any date subsequent to
the date hereof.
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