Patheon shareholders approve plan of arrangement

 TORONTO, March 6, 2014 /CNW/ - Patheon Inc. (TSX: PTI) ("Patheon") today  announced that at a special meeting (the "Special Meeting") of holders of its  restricted voting shares ("Shareholders") held earlier today, Shareholders  passed a special resolution (the "Arrangement Resolution") approving a  statutory plan of arrangement (the "Arrangement") under the Canada Business  Corporations Act (the "CBCA") pursuant to which JLL/Delta Patheon Holdings,  L.P. ("Newco") will indirectly acquire all of the issued and outstanding  restricted voting shares of Patheon. Newco is sponsored by an entity  controlled by JLL Partners, Inc. ("JLL") and Koninklijke DSM N.V.  Assuming the Arrangement is completed, Shareholders will be entitled to  receive US$9.32 in cash for each restricted voting share they hold. All of  Patheon's outstanding options will be deemed to be vested upon completion of  the Arrangement and holders will be entitled to receive a cash amount equal to  the amount by which US$9.32 exceeds the exercise price of such option. All  options with an exercise price equal to or greater than US$9.32 will be  cancelled without consideration. All payments are subject to applicable  withholding taxes, if any.  The Arrangement Resolution was approved by approximately 99% of the votes cast  by Shareholders and approximately 99% of the votes cast by "minority"  Shareholders (Shareholders other than affiliates of JLL and James Mullen,  Chief Executive Officer of Patheon) at the Special Meeting.  The completion of the Arrangement is subject to receipt of a Final Order from  the Ontario Superior Court of Justice (Commercial List) (the "Court")  approving the Arrangement as well as the satisfaction of certain other closing  conditions customary in a transaction of this nature. The hearing date for the  Final Order is scheduled for Monday, March 10, 2014. Assuming that approval of  the Court is obtained on March 10, 2014 and all other conditions to the  completion of the transaction are satisfied or waived, it is expected that the  Arrangement will close on Tuesday, March 11, 2014. Delisting of the restricted  voting shares from the Toronto Stock Exchange will occur following the  Arrangement becoming effective.  About Patheon Inc.  Patheon Inc. is a leading provider of contract development and commercial  manufacturing services to the global pharmaceutical industry for a full array  of solid and sterile dosage forms. Through the company's recent acquisition of  Banner Pharmacaps - a market leader in soft gelatin capsule technology -  Patheon now also includes a proprietary products and technology business.  Patheon provides the highest quality products and services to approximately  300 of the world's leading pharmaceutical and biotechnology companies. The  company's integrated network consists of 15 locations, including 12 commercial  contract manufacturing facilities and 9 development centers across North  America and Europe. Patheon enables customer products to be launched with  confidence anywhere in the world. For more information visit  Forward-Looking Statements  This press release contains "forward-looking information" or "forward-looking  statements" within the meaning of applicable Canadian securities laws,  including statements regarding the proposed transaction and expected timing of  the transaction, which forward-looking statements may use forward-looking  terminology such as "may", "will", "expect", "anticipate", "believe",  "continue", "potential", or the negative thereof or other variations thereof  or comparable terminology. Such forward-looking statements may include,  without limitation, statements regarding the completion of the proposed  transaction and other statements that are not historical facts.  These forward-looking statements reflect beliefs and assumptions which are  based on Patheon's perception of current conditions and expected future  developments, as well as other factors management believes are appropriate in  the circumstances. Patheon's beliefs and assumptions may prove to be  inaccurate and consequently Patheon's actual results could differ materially  from the expectations set out herein.  While such forward-looking statements are expressed by Patheon, as stated in  this release, in good faith and believed by Patheon to have a reasonable  basis, they are subject to important risks and uncertainties including,  without limitation, risks and uncertainties relating to the transaction and  financing thereof, necessary court approvals and the satisfaction or waiver of  certain other conditions contemplated by the arrangement agreement dated  November 18, 2013 between Patheon and Newco. As a result of these risks and  uncertainties, the proposed transaction could be modified, restructured or may  not be completed, and the results or events predicted in these forward-looking  statements may differ materially from actual results or events. These  forward-looking statements are not guarantees of future performance, given  that they involve risks and uncertainties. Patheon is not affirming or  adopting any statements made by any other person in respect of the proposed  transaction and expressly disclaims any intention or obligation to update or  revise any forward-looking statements, whether as a result of new information,  future events or otherwise, except in accordance with applicable securities  laws or to comment on expectations of, or statements made by any other person  in respect of the proposed transaction.  Cautionary Statement  No stock exchange, securities commission or other regulatory authority has  approved or disapproved the information contained herein.    SOURCE  Patheon Inc.  Patheon Inc. Tel: (919) 226-3200  To view this news release in HTML formatting, please use the following URL:  CO: Patheon Inc. ST: Ontario NI: MTC TNM MNA  
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