EXHIBIT (A)(1)(VI)
May 26, 2005
To Our Shareholders:
PolyMedica Corporation ("PolyMedica") is offering to purchase up to
4,878,048 shares of its common stock, $0.01 par value per share, including the
associated stock purchase rights issued under the Rights Agreement, between
PolyMedica and Equiserve Trust Company, dated September 13, 2002 (the "Shares"),
at a purchase price not greater than $34.50 nor less than $30.75 per Share, net
to you in cash, without interest. PolyMedica is conducting the tender offer
through a procedure commonly referred to as a modified "Dutch Auction." This
procedure allows you to select the price within the $30.75 to $34.50 range at
which you are willing to sell all or a portion of your Shares to PolyMedica.
Alternatively, you can elect to sell all or a portion of your Shares to
PolyMedica at the price determined by PolyMedica in accordance with the modified
"Dutch Auction" process.
Based on the number of Shares tendered and the prices specified by the
tendering shareholders, PolyMedica will select the lowest purchase price that
will allow it to purchase Shares with an aggregate purchase price of $150
million (or, if there are not sufficient Shares that are properly tendered and
not properly withdrawn that would yield an aggregate purchase price of $150
million, then all Shares tendered will be purchased at the highest price
specified by the tendering shareholders). We will purchase the Shares that are
properly tendered at or below that purchase price (and are not properly
withdrawn), subject to possible proration and provisions relating to the tender
of "odd lots" and conditional tenders, for cash at that purchase price, net to
the selling shareholder. PolyMedica also expressly reserves the right, in its
sole discretion, to purchase additional Shares subject to applicable legal
requirements.
If you do not wish to participate in the tender offer, you do not need to
take any action.
The tender offer is explained in detail in the enclosed Offer to Purchase
and related Letter of Transmittal. If you wish to tender your Shares,
instructions on how to tender Shares are provided in the enclosed materials. I
encourage you to read these materials carefully before making any decision with
respect to the tender offer. Neither PolyMedica nor any member of its Board of
Directors, nor the Dealer Manager or the Information Agent makes any
recommendation to you as to whether you should tender or refrain from tendering
your Shares or as to the purchase price or purchase prices at which you may
choose to tender your Shares. You must make your own decision as to whether to
tender your Shares and, if so, how many Shares to tender and the purchase price
or purchase prices at which your Shares should be tendered. In doing so, you
should read carefully the information in the Offer to Purchase and in the
related Letter of Transmittal. You should also discuss whether to tender your
Shares with your broker or other financial or tax advisor.
PolyMedica's directors and executive officers have advised the Company that
they will not tender Shares in the tender offer.
Please note that the tender offer is scheduled to expire at 12:00 midnight,
New York City time, on June 23, 2005, unless PolyMedica extends it.
On May 25, 2005, the last trading day prior to commencement of the tender
offer, the last reported sale price of our Shares on the Nasdaq National Market
was $30.80 per Share. Any shareholder whose Shares are properly tendered
directly to Equiserve Trust Company, the Depositary for the tender offer, and
purchased in the tender offer, will not incur the usual transaction costs
associated with open market sales. If you hold Shares through a broker or bank,
you should consult your broker or bank to determine whether any transaction
costs are applicable. If you own fewer than 100 Shares, the tender offer is an
opportunity for you to sell your Shares without having to pay "odd lot"
discounts.
If you have any questions regarding the tender offer or need assistance in
tendering your Shares, please contact The Xxxxxx Group, Inc., the Information
Agent for the tender offer, at (000) 000-0000 (toll free) or Xxxxxx Xxxxxxx &
Co. Incorporated, the Dealer Manager for the tender offer, at (000) 000-0000
(toll free).
Sincerely,
Xxxxxxx X. Xxxx
President, Chief Executive Officer and
Director
