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JLL Commences Offer to Acquire Any and All Outstanding Shares of Patheon Inc. for U.S. $2.00 per Share in Cash
Date:3/11/2009

utstanding Restricted Voting Shares.

The offer is subject to customary conditions, including the absence of a material adverse change at Patheon and the receipt of regulatory approvals. The offer is not subject to any minimum deposit condition.

The holdings of JLL, together with its affiliates, associates, and persons acting jointly or in concert with JLL within the meaning of the Canada Business Corporations Act currently amount to approximately 40% of the issued and outstanding Restricted Voting Shares of Patheon on an as-converted basis.

If sufficient Restricted Voting Shares are deposited in the offer, JLL intends, to the extent possible, to take the appropriate steps by way of a compulsory acquisition or subsequent acquisition transaction under Canadian law to acquire the remaining outstanding Restricted Voting Shares of Patheon. JLL's ability to complete a compulsory acquisition or subsequent acquisition transaction is dependent upon a number of factors that are beyond JLL's control. Accordingly, there can be no assurance that any such transaction will be completed, and shareholders wishing to sell their shares at the offer price are encouraged to deposit them in the offer.

JLL Patheon Holdings, LLC today also entered into a voting agreement ("Voting Agreement") with Joaquin Viso, Olga Lizardi, Jose A. Negroni, Lorraine Hernandez and Aida Garcia (collectively, the "Viso Shareholders") who hold, in aggregate, 12,581,766 Restricted Voting Shares. The primary purpose of the Voting Agreement is to secure JLL's and the Viso Shareholders' agreement to vote the Restricted Voting Shares beneficially owned by them in favour of certain resolutions unrelated to the offer and setting out the proposed terms of a stockholders agreement to be entered into by the parties in certain circumstances should the offer be successful. Under applicable securities laws, during the term of the Voting
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SOURCE JLL Patheon Holdings, LLC
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