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Caraco Announces Merger Agreement with Sun Pharma; Caraco Public Shareholders to Receive $5.25 Cash per Share
Date:2/22/2011

DETROIT, Feb. 22, 2011 /PRNewswire/ -- Caraco Pharmaceutical Laboratories, Ltd. (NYSE Amex: CPD) (Caraco or the Company) announced that on February 21, 2011 it entered into a merger agreement with Sun Pharmaceutical Industries Limited (Sun Pharma), Sun Pharma Global, Inc, a wholly-owned subsidiary of Sun Pharma organized under the laws of the British Virgin Islands (Sun Global) and a newly-formed, indirect wholly-owned subsidiary of Sun Pharma incorporated in Michigan. Sun Pharma and Sun Global collectively own 75.8% of Caraco  common stock. The merger agreement provides that all shareholders of Caraco other than Sun Pharma and Sun Global will  receive a cash payment of $5.25 per share upon the closing of the transaction. As previously disclosed, Sun Pharma and Sun Global had proposed  a "going private" transaction by which Sun Pharma, Sun Global and/or one or more of their affiliates would acquire all of the outstanding shares of Caraco common stock not held by Sun Pharma and Sun Global for a per share consideration of $4.75 cash. Caraco entered into the merger agreement based upon the recommendation and approval of the Independent Committee of Caraco's Board of Directors and the approval of the Board of Directors. The Independent Committee  was advised by William Blair & Company, L.L.C. as its independent financial advisor and Carrington Coleman as its independent legal counsel.

The closing of the transaction is subject to certain terms and conditions customary for transactions of this type, including receipt of approval by the holders of a majority of Caraco's outstanding common stock at a special meeting of stockholders. In the merger agreement, Sun Pharma has agreed to cause all shares of Caraco common stock owned by Sun Pharma and Sun Global to be voted in favor of the merger. In connection with the proposed transaction, Caraco intends to file a p
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SOURCE Caraco Pharmaceutical Laboratories, Ltd.
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1. Caraco Pharmaceutical Laboratories, Ltd. Reports Results for the Third Quarter and First Nine Months of Fiscal Year 2011
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3. Caraco Pharmaceutical Laboratories, Ltd. Announces Extension and Future Termination of Distribution Agreements with Sun Pharma
4. Independent Committee of Caraco Board Retains Independent Advisors for Consideration of Sun Pharma Proposal to Purchase Outstanding Shares and Caraco Acknowledges Filing of Purported Class Action Lawsuits
5. Independent Committee of Caraco Board to Consider Sun Pharma Proposal to Purchase Outstanding Shares
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