January 22, 2014Tender Offer Agreement • January 22nd, 2014 • Gentium S.p.A. • Pharmaceutical preparations
As you may know, Gentium S.p.A. (the “Company”), Jazz Pharmaceuticals Public Limited Company (the “Parent”) and Jazz Pharmaceuticals Italy S.p.A. (formerly known as Jazz Pharmaceuticals Italy S.r.l.) (the “Purchaser”) have entered into a Tender Offer Agreement dated December 19, 2013 (the “Tender Offer Agreement”), pursuant to which the Purchaser commenced a tender offer (the “Offer”) to acquire, with certain limited exceptions, each outstanding ordinary share of the Company and each outstanding American Depositary Share that represents an ordinary share of the Company (“ADSs”), (together, “Company Shares”) in exchange for U.S.$57.00 per Company Share, net of any required withholding for taxes or other obligations (the “Offer Price”).
