Filed by
Fresenius Kabi Pharmaceuticals Holding, LLC
pursuant
to Rule 425 under the Securities Act of 1933
Subject
Company: APP Pharmaceuticals, Inc.
Commission
File No.: 333-152690
11.08.2008
Bad
Homburg v.d.H.
Substantial
oversubscription in first phase of syndication of US$ 2,400 million Senior
Secured Credit Facilities
As a
further component of the acquisition financing of APP Pharmaceuticals, Inc., US$
2,400 million Senior Secured Credit Facilities were successfully offered in a
first phase of syndication. Thereof, US$ 1,900 million will be used for the
purchase price, the refinancing of APP’s existing debt, transaction fees and
expenses. US$ 500 million will be available for general corporate purposes,
including ongoing working capital requirements. The US$ 650 million revolving
facilities and the US$ 900 million Term Loan A have a tenor of 5 years, the US$
850 million Term Loan B of 6 years.
20 of
Fresenius’ key relationship banks from Europe, North America and Japan, acting
as Mandated Lead Arrangers and Joint Lead Arrangers, have provided strong
commitments. Therefore, the target amount has been substantially oversubscribed.
Following review of customary documentation, the first phase of syndication is
expected to close on August 20, 2008. The general syndication to the broad bank
market in Europe and the US will be launched in early September.
The total
funded debt financing for the APP transaction was already fully underwritten by
the three Senior Mandated Lead Arrangers Deutsche Bank (Global Co-ordinator),
Credit Suisse and JP Morgan at the time of announcement of the
acquisition.
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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.
This
release contains forward-looking statements that are subject to various risks
and uncertainties. Future results could differ materially from those described
in these forward-looking statements due to certain factors, e.g. changes in
business, economic and competitive conditions, 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, on August 1, 2008, Fresenius Kabi
Pharmaceuticals Holding, LLC and APP 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 voting or 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