Tag Archives: Takeover Rules

Elan EGM Resolution Passed with over 99% Approval

By Business Wirevia The Motley Fool

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Elan EGM Resolution Passed with over 99% Approval

DUBLIN–(BUSINESS WIRE)– Elan Corporation, plc (NYS: ELN) announces that, at an Extraordinary General Meeting (EGM) held earlier today, the sole ordinary resolution to approve the Tender Offer to purchase Ordinary Shares (including Ordinary Shares represented by American Depositary Shares) was overwhelmingly passed with over 99% of the shares voted in favor of the resolution. The full text of the resolution was included in the notice of the EGM dated March 14, 2013 which is available on the Company’s website. The details of the votes lodged by proxy are also available on www.elan.com

About Elan

Elan is a biotechnology company, headquartered in Ireland, committed to making a difference in the lives of patients and their families by dedicating itself to bringing innovations in science to fill significant unmet medical needs that continue to exist around the world. For additional information about Elan, please visit http://www.elan.com.

The Directors of Elan accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Any holder of 1% or more of any class of relevant securities of Elan or of Royalty Pharma may have disclosure obligations under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2007 (as amended).

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Elan Corporation, plc
Investor Relations:
Chris Burns
Ph: + 1-800-252-3526
or
David Marshall
Ph:+ 353-1-709-4444
or
Media Relations
Emer Reynolds
Ph: + 353-1-709-4022
or
Jonathan Birt/FTI Consulting
Ph: +44-751-559-7858
or
Jamie Tully/Sard Verbinnen & Co
Ph: +1-212-687-8080

KEYWORDS:   United Kingdom  United States  Europe  North America  Ireland

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From: http://www.dailyfinance.com/2013/04/12/elan-egm-resolution-passed-with-over-99-approval/

Elan Welcomes Irish Takeover Panel Statement

By Business Wirevia The Motley Fool

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Elan Welcomes Irish Takeover Panel Statement

DUBLIN–(BUSINESS WIRE)– The Board of Elan Corporation, plc (NYS: ELN) (the Company) welcomes this morning’s imposition by the Irish Takeover Panel of an expected May 10, 2013 deadline on Royalty Management LLC (Royalty Pharma) (following their original indication of interest announcement of February 25, 2013) by which Royalty Pharma must either announce an offer for Elan under Rule 2.5 of the Irish Takeover Rules or announce that it will not proceed with an offer for Elan. Elan’s focus remains on implementation of its stated strategy, particularly following the closing of the Tysabri Transaction on April 2, 2013. Elan’s position remains as outlined on February 25, 2013:

  • The “proposal” by Royalty Pharma remains an indication of interest, is highly conditional and may or may not lead to an offer being made for the entire issued share capital of the Company.
  • The highly conditional indication of interest is opportunistic in its timing.
  • Any credible proposal which may be made by Royalty Pharma or any other party will of course be considered by the Company alongside the strategic transactions and unique investment thesis referred to in our recent announcements in February 2013.

Further announcements and business updates by the Company will be made as appropriate.

The Directors of Elan accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Any holder of 1% or more of any class of relevant securities of Elan or of Royalty Pharma may have disclosure obligations under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2007 (as amended).

About Elan

Elan is a biotechnology company, headquartered in Ireland, committed to making a difference in the lives of patients and their families by dedicating itself to bringing innovations in science to fill significant unmet …read more
Source: FULL ARTICLE at DailyFinance

Elan Announces Redemption of Its Senior Notes Due 2019

By Business Wirevia The Motley Fool

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Elan Announces Redemption of Its Senior Notes Due 2019

DUBLIN–(BUSINESS WIRE)– Elan Corporation, plc (NYS: ELN) (the Company) announced today that it has issued an irrevocable Notice of Redemption to redeem all of the $600 million in aggregate principal amount of outstanding 6.25% Senior Notes due 2019 (the “Notes”) of its wholly owned subsidiaries, Elan Finance public limited company and Elan Finance Corp. The redemption is expected to occur on May 2, 2013.

The Notice of Redemption specifies that the redemption price will be equal to $1,180.84 per $1,000 principal amount of the Notes, which represents 100% of the principal amount of the Notes, plus the “Applicable Premium” (as defined in the Indenture governing the Notes), plus accrued and unpaid interest of $2.95 per $1,000 principal amount of the Notes, which represents accrued but unpaid interest on the Notes from April 15, 2013, the most recent interest payment date of the Notes prior to the redemption date, to May 2, 2013.

In addition, prior to the completion of the Company’s previously announced share repurchase tender offer, the Company will satisfy and discharge the Indenture governing the Notes by irrevocably depositing with the trustee under the Indenture funds in trust sufficient to pay and discharge all outstanding Notes on the redemption date.

About Elan

Elan is a biotechnology company, headquartered in Ireland, committed to making a difference in the lives of patients and their families by dedicating itself to bringing innovations in science to fill significant unmet medical needs that continue to exist around the world. For additional information about Elan, please visit http://www.elan.com.

The Directors of Elan accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure such is the case); the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Any holder of 1% or more of any class of relevant securities of Elan or of Royalty Pharma may have disclosure obligations under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2007 (as amended).

…read more
Source: FULL ARTICLE at DailyFinance

Elan's Response to Royalty Pharma Statement of Today

By Business Wirevia The Motley Fool

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Elan’s Response to Royalty Pharma Statement of Today

DUBLIN–(BUSINESS WIRE)– The Board of Elan Corporation, plc (NYS: ELN) (the Company) acknowledges this morning’s statement by Royalty Management, LLC (Royalty Pharma). Elan’s position remains as outlined on February 25, 2013:

  • The “proposal” by Royalty Pharma remains an indication of interest, is highly conditional and may or may not lead to an offer being made for the entire issued share capital of the Company.
  • The highly conditional indication of interest is opportunistic in its timing.
  • Any credible proposal which may be made by Royalty Pharma or any other party will of course be considered by the Company alongside the strategic transactions and unique investment thesis referred to in our recent announcements in February 2013.

Further announcements and business updates by the Company will be made as appropriate.

The Directors of Elan accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Any holder of 1% or more of any class of relevant securities of Elan or of Royalty Pharma may have disclosure obligations under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2007 (as amended).

About Elan

Elan is a biotechnology company, headquartered in Ireland, committed to making a difference in the lives of patients and their families by dedicating itself to bringing innovations in science to fill significant unmet medical needs that continue to exist around the world. For additional information about Elan, please visit http://www.elan.com.

Forward Looking Statements

This document contains forward-looking statements about Elan’s financial condition, results of operations, business prospects and Tysabri that involve substantial risks …read more
Source: FULL ARTICLE at DailyFinance