02.28.11
The Netherlands-based Royal DSM N.V. has successfully completed the subsequent offering period to its all-cash tender offer to purchase all of the outstanding shares of common stock of Martek Biosciences Corporation at a price of $31.50 per share.
The previously announced subsequent offering period expired February 24. The depositary for the tender offer has advised that, as of such time, a total of approximately 262,000 additional Martek shares of common stock had been validly tendered in the subsequent offering period, which, together with the shares validly tendered and not withdrawn during the initial offering period, resulted in DSM holding approximately 89.5% of Martek’s currently outstanding shares. DSM has accepted for payment all validly tendered shares.
DSM intends to exercise the top-up option that was granted to DSM pursuant to the merger agreement to purchase additional shares directly from Martek and to complete a short-form merger in accordance with the merger agreement. In the short-form merger, Greenback Acquisition Corporation will be merged with and into Martek, and each share of Martek common stock not tendered in the tender offer, other than those as to which holders exercise appraisal rights under Delaware law and those held by DSM or Martek or their respective subsidiaries, will be converted in the merger into the right to receive $31.50 per share in cash, without interest and less any required withholding taxes. This is the same price per share paid in the tender offer.
The previously announced subsequent offering period expired February 24. The depositary for the tender offer has advised that, as of such time, a total of approximately 262,000 additional Martek shares of common stock had been validly tendered in the subsequent offering period, which, together with the shares validly tendered and not withdrawn during the initial offering period, resulted in DSM holding approximately 89.5% of Martek’s currently outstanding shares. DSM has accepted for payment all validly tendered shares.
DSM intends to exercise the top-up option that was granted to DSM pursuant to the merger agreement to purchase additional shares directly from Martek and to complete a short-form merger in accordance with the merger agreement. In the short-form merger, Greenback Acquisition Corporation will be merged with and into Martek, and each share of Martek common stock not tendered in the tender offer, other than those as to which holders exercise appraisal rights under Delaware law and those held by DSM or Martek or their respective subsidiaries, will be converted in the merger into the right to receive $31.50 per share in cash, without interest and less any required withholding taxes. This is the same price per share paid in the tender offer.
