BioSante, ANI Pharma To Hold Stockholders Meetings To Consider Proposed Merger - InvestingChannel

BioSante, ANI Pharma To Hold Stockholders Meetings To Consider Proposed Merger

BioSante Pharmaceuticals Inc. (BPAX: Quote) and ANIP Acquisition Company d/b/a ANI Pharmaceuticals Inc. announced today that each company will hold a special meeting of its stockholders on March 15, 2013 to consider and vote on certain matters in connection with the proposed merger of BioSante and ANI pursuant to the agreement and plan of merger dated October 3, 2012.

BioSante and ANI have fixed the close of business on January 17, 2013 as the record date for the purpose of determining the stockholders who are entitled to notice of, and to vote at, their respective special meetings of stockholders.

BioSante also announced that its board has set the close of business on March 15, 2013, the date of the special meeting of BioSante’s stockholders, as the record date with respect to the anticipated distribution of contingent value rights or CVRs providing payment rights arising from a future sale, transfer, license or similar transaction(s) involving BioSante’s LibiGel (female testosterone gel) to holders of BioSante common stock.

BioSante and ANI expect to close the merger as soon as practicable following receipt of approval of the proposed merger by BioSante’s and ANI’s stockholders at their respective special meetings.

As per the terms of the merger agreement, if the proposed merger is completed, ANI will merge with and into BioSante, with BioSante continuing as the surviving company. Upon completion of the merger, the combined company will be renamed ANI Pharmaceuticals Inc. and will operate under the leadership of the ANI management team, with Arthur Przybyl serving as President and Chief Executive Officer.

In addition to Przybyl, the board of directors of the combined company is expected to have two current directors from BioSante and four current ANI directors.

Following completion of the merger, the current ANI stockholders are expected to own approximately 53 percent of the outstanding shares of common stock of the combined company, and the current BioSante stockholders are expected to own approximately 47 percent of the outstanding shares of common stock of the combined company.

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by RTT Staff Writer

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