Sun Pharma to Acquire DUSA Pharmaceuticals, Inc. Sun Pharmaceutical Industries Limited ((Reuters: SUN.BO, Bloomberg: SUNP IN, NSE: SUNPHARMA, BSE: 524715)) (together with its subsidiaries, Sun Pharma) and DUSA Pharmaceuticals, Inc. (Nasdaq:DUSA) today announced that they have entered into a definitive agreement under which Sun Pharma will acquire DUSA, a dermatology company focused on developing and marketing its Levulan® (aminolevulinic acid HCl) photodynamic therapy platform.
DUSA's Levulan combination therapy is approved by FDA for treatment of non-hyperkeratotic actinic keratoses or AKs of the face or scalp. Additionally, DUSA's BLU-U® treatment has been approved by FDA for the treatment of moderate inflammatory acne vulgaris and general dermatological conditions. Levulan is manufactured by DUSA in its FDA approved facility at Wilmington, MA.
Curtiss-Wright Announces Definitive Merger Agreement With Williams Controls
Leading Provider of Highly-Engineered Electronic Sensors and Throttle Controls for Vehicles in Industrial and Military Markets to Be Acquired by Innovative Engineering Company
Curtiss-Wright Corporation ( NYSE : CW ) and Williams Controls ( NYSE MKT : WMCO ) jointly announced today that they have entered into a definitive agreement that provides for the merger of Williams Controls with a wholly-owned subsidiary of Curtiss-Wright. Williams Controls is a leading designer and manufacturer of highly-engineered electronic sensors and electronic throttle controls for off-road equipment, heavy trucks, and military vehicles. The acquired business will operate within Curtiss-Wright's Motion Control segment.
JDA and RedPrairie to Merge, Establishing Global Enterprise Software Company that will Provide Customers Comprehensive Planning and Execution Solutions
RedPrairie and JDA Software [NASDAQ: JDAS], recognized leaders in enterprise software and services for the extended supply chain, announced today that JDA and affiliates of RedPrairie have entered into a definitive merger agreement. The combined entity will offer a broad portfolio of solutions and services to manage global supply chains - from raw materials, to finished products, into the hands of consumers - through any channel. Under the terms of the merger agreement, entities affiliated with RedPrairie will effect a cash tender offer to acquire all outstanding shares of JDA common stock for $45 per share.
Riverbed to Acquire OPNET Technologies, Inc.
Riverbed Technology (NASDAQ: RVBD), the performance company, and OPNET Technologies, Inc. (NASDAQ: OPNT), the leading provider of solutions for application and network performance management, today announced that Riverbed® has entered into a definitive agreement to acquire OPNET for $43 per share in cash and stock, representing an equity value of $1 billion and an enterprise value of $921 million. The acquisition will enable Riverbed to extend its network performance management (NPM) business into the multi-billion dollar application performance management (APM) market. The combination of Cascade® and OPNET will create a new force in the converged market for NPM and APM, with over $250 million in annualized revenue.
PETRONAS Extends the Outside Date under Arrangement Agreement with Progress
PETRONAS Carigali Canada Ltd ("PETRONAS Canada") and Progress Energy Resources Corp. ("Progress") (TSX:PRQ) announced today that PETRONAS Canada has exercised its right under the arrangement agreement between the parties to extend the "Outside Date" under the agreement to November 30, 2012. The Outside Date was originally established as October 31, 2012. Under the agreement, PETRONAS Canada has the right to extend the Outside Date from October 31, 2012 for up to 90 additional days, in 30 day increments, if the required regulatory approvals have not been obtained. After the Outside Date, either party has the right to terminate the agreement.
Hana Mining Agrees to C$0.82 Per Share All-Cash Acquisition by Cupric Canyon Capital
Hana Mining Ltd. (the "Company" or "Hana") (HMG.V)(FRANKFURT:4LH)(BOTSWANA:HANA) and Cupric Canyon Capital LP ("Cupric") today jointly announced that they have entered into a definitive agreement (the "Arrangement Agreement") pursuant to which Cupric has agreed to acquire all of the issued and outstanding common shares of Hana ("Hana Shares") (other than the Hana Shares it currently owns) by way of a statutory Plan of Arrangement (the "Arrangement") under the Business Corporations Act (British Columbia). The management of Cupric is comprised of experienced mining professionals in the copper industry specializing in exploration, development, and operations, and Cupric is supported by the Barclays Natural Resource Investments division of Barclays Bank PLC ("Barclays").
McKesson to Purchase PSS World Medical, Inc. in a Transaction Valued at $2.1 Billion
McKesson Corporation (NYSE: MCK), a leading healthcare services and information technology company, and PSS World Medical, Inc. (NASDAQ: PSSI), announced today that the two companies have signed a definitive agreement under which McKesson will acquire all outstanding shares of PSS World Medical for $29.00 per share in cash. PSS World Medical and McKesson’s Medical Surgical business will combine to form a leading provider of medical supplies, services and technology to physician and extended care customers.
The total transaction, including the assumption of PSS World Medical’s outstanding debt, is valued at approximately $2.1 billion. The transaction, which has been approved by the boards of directors of both companies, is subject to customary closing conditions, including all necessary regulatory clearances and the approval of PSS World Medical’s shareholders. By the fourth year following the close of the transaction, McKesson expects to realize annual pre-tax synergies in excess of $100 million.
Heelys, Inc. Announces Asset Purchase Agreement with The Evergreen Group and Adoption of Plan of Liquidation and Dissolution
Heelys, Inc. (HLYS) (the "Company" or "Heelys") and The Evergreen Group Ventures, LLC ("Evergreen") announced today that on October 22, 2012, they entered into a definitive asset purchase agreement under which an affiliate of Evergreen will acquire substantially all of the operating assets and assume substantially all of the operating liabilities of Heelys and its subsidiaries for $13.9 million in cash, subject to customary pre- and post-closing adjustments (the "Transaction"). Heelys' cash and marketable securities, which totaled approximately $58.2 million as of June 30, 2012, will not be included in the assets to be acquired in the Transaction. The Transaction was unanimously approved by Heelys' board of directors (the "Board").
F.N.B. Corporation Expands Franchise with Acquisition of Annapolis Bancorp, Inc.
F.N.B. Corporation (FNB) and Annapolis Bancorp, Inc. (ANNB) jointly announce the signing of a definitive merger agreement pursuant to which F.N.B. Corporation will acquire Annapolis Bancorp, Inc., the Annapolis-based holding company and parent of BankAnnapolis, in an all stock transaction valued at approximately $12.09 per share, or $51 million in the aggregate using the closing stock price as of Friday, October 19, 2012.
The acquisition of the Annapolis-based bank will provide F.N.B. Corporation with $437 million in total assets, including $343 million in total deposits, $297 million in loans and 8 banking offices in Anne Arundel and Queen Anne's counties, Maryland. The transaction will create a four-state banking presence for F.N.B. Corporation, which will have $12.2 billion in assets.
DayStar Technologies, Inc. (DSTI) Enters Into a LOI to Acquire 100% of Ontario, Canada Based Grasshopper Energy
DayStar Technologies, Inc. (DSTI) ("DayStar") ("the Company") entered into LOI agreement to acquire Grasshopper Energy, with the anticipation of completing the purchase in 30 days. Grasshopper Energy provides turnkey solutions for solar power systems, having one of the largest and most respected presences in Ontario, Canada. The purchase is a 100% equity transaction.
Grasshopper CEO, Azeem Qureshi, stated, "We believe that joining forces with DayStar will benefit the combined entities and help accelerate achieving global goals. The Grasshopper Energy Online Suite (GEOS) propriety software tools and systems significantly reduce cost and labor.
Cybex International, Inc. Announces “Going Private” Merger Agreement
Cybex International, Inc. (NASDAQ: CYBI), a leading U.S. manufacturer of premium exercise equipment (“Cybex” or the “Company”), announced today that its board of directors has authorized the Company to enter into a “going private” merger agreement pursuant to which each of its outstanding shares of common stock - other than shares owned by its largest shareholder, UM Holdings, Ltd. (“UM”), and UM’s subsidiaries and shareholders, which include John Aglialoro, Cybex’s chairman and CEO, and Joan Carter, a director of the Company – will be converted into $2.55 per share payable in cash. This transaction will be effectuated by means of a merger of a newly-formed, wholly-owned subsidiary of UM into Cybex pursuant to an Agreement and Plan of Merger (“Merger Agreement”). Following this merger, the Company will be solely owned by UM, Mr. Aglialoro and Ms. Carter, who currently collectively own approximately 49.5% of the Company’s common stock.
ExxonMobil Canada Acquires Celtic Exploration Ltd., Including Liquids-Rich Montney Shale Acreage
Agreement includes 649,000 net acres in the Montney and Duvernay shales in Alberta
ExxonMobil Canada today announced an agreement with Celtic Exploration Ltd. (“Celtic”) under which an ExxonMobil Canada affiliate will acquire Celtic.
Under the terms of the agreement, ExxonMobil Canada will acquire 545,000 net acres in the liquids-rich Montney shale, 104,000 net acres in the Duvernay shale and additional acreage in other areas of Alberta.
Current production of the acreage to be acquired is 72 million cubic feet per day of natural gas and 4,000 barrels per day of crude, condensate and natural gas liquids.
ASML to acquire Cymer to accelerate development of EUV technology
ASML Holding NV [ASML], a leading provider of lithography systems for the semiconductor industry, and Cymer, Inc. [CYMI], a leading supplier of lithography light sources used by chipmakers to manufacture advanced semiconductor devices, announce that they have entered into a definitive agreement under which ASML will acquire all outstanding shares of Cymer in a cash-and-stock transaction currently valued at EUR 1.95 billion.
The purpose of the acquisition of Cymer is to accelerate the development of Extreme Ultraviolet (EUV) semiconductor lithography technology. EUV is vital to support the semiconductor industry's transition to the next manufacturing technology, which is needed to create microchips with more functions at a lower cost and that are more energy-efficient, consistent with Moore's Law.
Canacol Energy Ltd. and Shona Energy Company, Inc. Announce Business Combination
Canacol Energy Ltd. ("Canacol" or the "Corporation") (TSX:CNE) (BVC:CNEC) and Shona Energy Company, Inc. ("Shona") (TSX VENTURE:SHO) (OTCQX:SHOAF) are pleased to jointly announce that they have entered into an agreement (the "Arrangement Agreement") whereby Canacol will acquire 100% of the issued and outstanding class "A" common shares of Shona ("Shona Common Shares") and series "A" preferred shares of Shona ("Shona Preferred Shares"), in exchange for common shares of Canacol ("Canacol Shares") and cash, by way of a statutory plan of arrangement (the "Arrangement"). The transaction is expected to close on or around December 20, 2012, provided all required Shona and Canacol securityholder, court and regulatory approvals are obtained.
New Frontier Media To Be Acquired By LFP Broadcasting For $2.02 Per Share In Cash Plus A Contingent Cash Payment Right
Transaction Represents 79% Premium Based on Closing Stock Price Prior to Unsolicited Offer
New Frontier Media, Inc. (NOOF), a leading provider of transactional television services and distributor of general motion picture entertainment, today announced that the Company has signed a definitive agreement to be acquired by LFP Broadcasting, LLC, an affiliate of L.F.P., Inc., the company founded and headed up by Larry Flynt, for $2.02 per common share in cash up front, or approximately $33 million, plus a contingent cash payment right for each common share.
Argonaut Gold and Prodigy Agree to Friendly Business Combination
Argonaut Gold Inc. (AR.TO) ("Argonaut Gold") and Prodigy Gold Incorporated (TSX VENTURE:PDG) ("Prodigy ") are pleased to announce that they have entered into an agreement (the "Arrangement Agreement") pursuant to which Argonaut Gold has agreed to acquire all of the issued and outstanding common shares of Prodigy by way of a Plan of Arrangement (the "Arrangement"). The combined entity will benefit from the strong operating experience and cash flow of Argonaut Gold and its ability to successfully advance Prodigy's Magino gold project, which has an indicated resource of more than 6 million ounces (223 million tonnes at 0.87 g/t using a cut-off grade of 0.35 g/t).
American Lorain Corporation Announces Receipt of "Going Private" Proposal
American Lorain Corporation (NYSE Amex: ALN) (the "Company"), an international processed snack foods, convenience foods, and frozen foods company based in the Shandong Province, China, today announced that its Board of Directors has received a preliminary, non-binding proposal letter dated October 9, 2012 from Mr. Si Chen, Chairman, CEO and President of the Company, to acquire all of the outstanding ordinary shares of the Company not currently owned by Mr. Chen at a proposed price of $1.6 per ordinary share, in cash, subject to certain conditions. Mr. Chen currently beneficially owns, in the aggregate, approximately 46.5% of the Company's outstanding ordinary shares.
Yongye International, Inc. Announces Receipt of "Going Private" Proposal at $6.60 Per Share
Yongye International, Inc. (NASDAQ: YONG) ("Yongye" or the "Company"), a leading developer, manufacturer and distributor of crop nutrient products in China, today announced that its Board of Directors has received a preliminary, non-binding proposal letter dated October 15, 2012 from (i) Mr. Zishen Wu ("Mr. Wu"), the Company's Chairman and Chief Executive Officer, (ii) Full Alliance International Limited ("Full Alliance"), (iii) MSPEA Agriculture Holding Limited ("MSPEA"), and (iv) Abax Global Capital (Hong Kong) Limited, on behalf of funds managed and/or advised by it and its nominee entities and its and their affiliates (collectively, "Abax," together with Mr. Wu, Full Alliance and MSPEA, the "Buyer Parties"), to acquire all of the outstanding shares of common stock of the Company not currently owned by the Buyer Parties in a going private transaction for $6.60 per share of common stock in cash, subject to certain conditions.
Ninetowns Announces Receipt of "Going Private" Proposal
Ninetowns Internet Technology Group Company Limited (NINE) ("Ninetowns" or the "Company"), one of China's leading providers of online solutions for international trade, today announced that its Board of Directors has received a preliminary non-binding proposal letter, dated October 12, 2012, from certain directors and officers of the Company, including Mr. Shuang Wang, Ms. Min Dong, Mr. Xiaoguang Ren, Mr. Kin Fai Ng, Mr. Bolin Wu, Mr. Zhonghai Xu, Mr. Tommy Siu Lun Fork and affiliates of some of these directors and officers (together, the "Consortium Members"), that proposes a "going-private" transaction involving the acquisition of all of the outstanding ordinary shares of the Company not already owned by the Consortium Members at a price per share in the range of US$1.80 to US$2.00 in cash (the "Transaction"). Each American depositary share of the Company represents one ordinary share.
TPC Group Inc. Receives Non-Binding Proposal From Innospec Inc. and Blackstone
TPC Group Board Determines That the Proposal is Reasonably Expected to Lead to a Superior Proposal
TPC Group Inc. (TPCG), a leading fee-based processor and service provider of value-added products derived from niche petrochemical raw materials, today announced that it has received a non-binding proposal to be acquired by Innospec Inc. (IOSP) ("Innospec"). As part of this proposal, Innospec would pursue an acquisition of all of TPC Group's common shares for an all-cash purchase price in the range of $44--46 per share. The proposal is subject to certain conditions, including, among others, securing requisite debt financing, completion of due diligence and receipt of internal approvals. Equity financing for the proposed acquisition will be provided by a fund, Blackstone Capital Partners VI, L.P., managed by Blackstone on behalf of its private equity investors.