App Pharmaceuticals, Inc.-Filing of certain prospectuses and communications for business combination transactions (425)
02 September 2008 - 10:59PM
Edgar (US Regulatory)
Filed
by Fresenius Kabi Pharmaceuticals Holding, Inc.
pursuant
to Rule 425 under the Securities Act of 1933
Subject
Company: APP Pharmaceuticals, Inc.
Commission
File No.: 333-152690
Fresenius
and APP Pharmaceuticals Announce Clearance of APP Acquisition by U.S. Federal
Trade Commission
02.09.2008
Bad
Homburg v.d.H.
Fresenius
SE and APP Pharmaceuticals, Inc., have received confirmation that the U.S.
Federal Trade Commission (FTC) has completed its review of the proposed
acquisition of APP Pharmaceuticals by Fresenius Kabi, a business segment of
Fresenius SE. The FTC granted early termination of the waiting period under the
Hart-Scott-Rodino Act without conditions. The German antitrust authorities had
already approved the acquisition.
On
July 7, 2008, Fresenius had announced the acquisition of APP Pharmaceuticals, an
important step in the growth strategy of Fresenius Kabi. With the FTC review
complete, Fresenius and APP expect the transaction to close mid September 2008,
subject to certain other customary closing conditions.
#
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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.
About
Fresenius Kabi
Fresenius
Kabi is the leader in infusion therapy and clinical nutrition in Europe and in
its most important countries of Latin America and Asia Pacific. Fresenius Kabi’s
core product range includes infusion solutions for fluid substitution, blood
volume expansion and parenteral nutrition, as well as products for enteral
nutrition. Furthermore, the company provides concepts for ambulatory health care
and is focused on managing and providing home therapies. With its philosophy
“Caring for life” and a comprehensive product portfolio, the company aims at
improving the quality of life of patients all over the world. On June 30, 2008
the company had 18,323 employees. In 2007, Fresenius Kabi achieved sales of €
2,030 million and an operating profit of € 332 million. Fresenius Kabi AG is a
100 % subsidiary of the health care group Fresenius SE.
This
release contains forward-looking statements that are subject to certain risks
and uncertainties. Future results could differ materially from those described
in these forward-looking statements due to various factors, e.g., changes in the
business, economic and competitive environment, 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, Fresenius Kabi Pharmaceuticals Holding,
Inc. (formerly 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
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