Filed
by Fresenius Kabi Pharmaceuticals Holding, Inc.pursuant to Rule 425 under the
Securities
Act of 1933
Subject
Company: APP Pharmaceuticals, Inc.
Commission
File No.: 333-152690
Fresenius
Closes APP Acquisition
10.09.2008
Bad
Homburg v.d.H.
Fresenius
Kabi, a business segment of Fresenius SE, has completed the acquisition of APP
Pharmaceuticals, Inc.
The
acquisition is an important step in Fresenius Kabi’s growth strategy. Through
APP, Fresenius Kabi enters the U.S. pharmaceuticals market and achieves a
leading position in the global I.V. generics industry.
Dr.
Ulf Mark Schneider, Chairman of the Management Board of Fresenius SE, said: “We
are pleased to be able to complete this major transaction in a very short time.
Now we are focused on successfully integrating APP and further developing the
business. Fresenius and APP share a deep commitment to highest-quality products
and medical excellence.”
The
closing follows completion of the U.S. Federal Trade Commission’s (FTC) review
of the acquisition. The FTC granted early termination of the waiting period
under the Hart-Scott-Rodino Act without conditions. Earlier, German antitrust
authorities had also approved the transaction.
Fresenius
Kabi had announced the agreement to acquire Schaumburg, Illinois-based APP
Pharmaceuticals, Inc., on July 7, 2008.
Fresenius
Group expects to consolidate APP Pharmaceuticals in its financial statements as
of September 1, 2008.
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About
Fresenius SE
Fresenius
is a health care group with international operations, providing products and
services for dialysis, hospital and outpatient medical care. In 2007, group
sales were approx. € 11.4 billion. On June 30, 2008 the Fresenius Group had
117,453 employees worldwide.
For
more information visit the Company’s website at www.fresenius.com.
About
Fresenius Kabi
Fresenius
Kabi is the leader in infusion therapy and clinical nutrition in Europe and in
its most important countries of Latin America and Asia Pacific. Fresenius Kabi’s
core product range includes infusion solutions for fluid substitution, blood
volume expansion and parenteral nutrition, as well as products for enteral
nutrition. Furthermore, the company provides concepts for ambulatory health care
and
is focused on managing and providing home therapies. With its philosophy “Caring
for life” and a comprehensive product portfolio, the company aims at improving
the quality of life of patients all over the world. On June 30, 2008 the company
had 18,323 employees. In 2007, Fresenius Kabi achieved sales of € 2,030 million
and an operating profit of € 332 million. Fresenius Kabi AG is a 100 %
subsidiary of the health care group Fresenius SE.
This
release contains forward-looking statements that are subject to certain risks
and uncertainties. Future results could differ materially from those described
in these forward-looking statements due to various factors, e.g., changes in the
business, economic and competitive environment, regulatory reforms, results of
clinical trials, foreign exchange rate fluctuations, uncertainties in litigation
or investigative proceedings, and the availability of financing. Fresenius does
not undertake any responsibility to update the forward-looking statements in
this release.
ADDITIONAL
INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT
In
connection with the proposed merger, Fresenius Kabi Pharmaceuticals Holding,
Inc. and APP have filed relevant materials with the SEC, including a
registration statement that contains a joint prospectus and information
statement. Investors and security holders are urged to read these documents and
any other relevant documents filed with the SEC, as well as any amendments or
supplements to those documents, because they contain important information.
Investors and security holders may obtain these documents free of charge at the
SEC's website at www.sec.gov. Investors and security holders are urged to read
the joint information statement/prospectus and the other relevant materials
before making any investment decision with respect to the proposed
merger.
Board
of Management: Dr. Ulf M. Schneider (President and CEO), Rainer Baule, Dr.
Francesco De Meo, Dr. Jürgen Götz, Dr. Ben Lipps, Stephan Sturm, Dr. Ernst
Wastler
Supervisory
Board: Dr. Gerd Krick (Chairman)
Registered
Office: Bad Homburg, Germany/Commercial Register No. HRB 10660