SHENYANG, CHINA, May 24, 2013 /PRNewswire/ -- 3SBio Inc. (NASDAQ:
SSRX) ("3SBio" or the "Company"), a leading China-based biotechnology company focused on
researching, developing, manufacturing and marketing
biopharmaceutical products, announced today that, at an
extraordinary general meeting held today (the "EGM"), the Company's
shareholders voted in favor of the proposal to authorize and
approve the previously announced agreement and plan of merger dated
February 8, 2013, among Decade
Sunshine Limited, an exempted company with limited liability
incorporated under the laws of the Cayman
Islands ("Parent"), Decade Sunshine Merger Sub, an exempted
company with limited liability incorporated under the laws of the
Cayman Islands and a direct wholly
owned subsidiary of Parent ("Merger Sub"), and the Company, as
amended by Amendment No. 1 to the Agreement and Plan of Merger,
dated as of April 24, 2013 (the
"Amended Merger Agreement"), pursuant to which Merger Sub will be
merged with and into the Company, with the Company surviving the
merger as a wholly-owned subsidiary of Parent (the "Merger"), and
to authorize and approve all transactions contemplated by the
Amended Merger Agreement, including the Merger.
Approximately 91.38% of the Company's total outstanding ordinary
shares and voting restricted shares were voted in person or by
proxy at the EGM. Of these shares voted in person or by proxy
at the EGM, approximately 87.20% were voted in favor of the
proposal to authorize and approve the Amended Merger Agreement and
the transactions contemplated thereby, including the Merger, and
approximately 87.20% were voted in favor of the proposal to
authorize and approve the directors of the Company to do all things
necessary to give effect to the Amended Merger Agreement.
The parties expect to complete the Merger as soon as
practicable, subject to the satisfaction or waiver of the
conditions set forth in the Amended Merger Agreement. Upon
completion of the Merger, the Company will become a privately-held
company and its American depository shares will no longer be listed
on the NASDAQ Global Market.
About 3SBio Inc.
3SBio is a leading, fully integrated, profitable biotechnology
company focused on researching, developing, manufacturing and
marketing biopharmaceutical products primarily in China. Its
focus is on addressing large markets with significant unmet medical
needs in nephrology, oncology, supportive cancer care, inflammation
and infectious diseases. With headquarters and GMP-certified
manufacturing facilities in Shenyang, PRC, 3SBio employs over 800
people. Shares trade in the form of ADSs on the NASDAQ Global
Market under the ticker symbol "SSRX". Please see
www.3SBio.com for more information.
Safe Harbor Statement
This press release and related Company disclosures may include
certain statements that are not descriptions of historical facts,
but are forward-looking statements. Such statements include,
among others, those concerning expected benefits and costs of the
proposed transaction; management plans relating to the transaction;
the expected timing of various aspects of the transaction; the
parties' ability to complete the transaction considering the
various closing conditions, as well as all assumptions,
expectations, predictions, intentions or beliefs about future
events. Forward-looking statements can generally be
identified by the use of forward-looking terminology such as
"anticipate," "proposed," "will," "intend," "may," "believes,"
"expects" or similar expressions. Such information is based
upon expectations of the Company that were reasonable when
made. Risks and uncertainties that may cause actual outcome
to differ from the forward-looking statements may include: whether
Parent will secure and receive full financing; whether all the
closing conditions and other terms of the transaction documents
will be duly complied with or fulfilled; future business decisions
of various parties, and other risks and uncertainties discussed in
the documents filed or to be filed with the U.S. Securities and
Exchange Commission by the Company, particularly the Transaction
Statement on Schedule 13E-3 and exhibits thereto. These
forward-looking statements reflect the Company's expectations as of
the time of this press release. The Company undertakes no
ongoing obligation, other than that imposed by law, to update these
statements.
For investor and media inquiries, please
contact:
Bo Tan
Chief Financial Officer
3SBio Inc.
Tel: + 86 24 2581-1820
ir@3SBio.com
Tom Folinsbee
Director of Investor Relations
3SBio Inc.
Tel: + 852 8191-6991
ir@3SBio.com
SOURCE 3SBio Inc.