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Published on 3/2/2009 in the Prospect News Special Situations Daily.

Endo Pharmaceuticals extends subsequent offering period for remaining Indevus shares

By Lisa Kerner

Charlotte, N.C., March 2 - Endo Pharmaceuticals Holdings Inc. extended the subsequent offering period of its tender offer for all of the outstanding shares of common stock of Indevus Pharmaceuticals, Inc. to 5 p.m. ET on March 13 from Feb. 27.

As of 5 p.m. ET on Feb. 27, approximately 64,318,145 shares, or 80.93%, of Indevus' issued and outstanding shares were validly tendered to Endo subsidiary BTB Purchaser Inc. in the offer, Endo said.

As previously reported, Endo agreed to acquire 100% of the outstanding shares of Indevus, located in Lexington, Mass., in a $4.50-per-share cash tender offer valued at approximately $370 million.

Endo, based in Chadds Ford, Pa., also agreed to pay an additional $3.00 per Indevus share, or $267 million, upon achievement of some milestones related to two of Indevus' primary product candidates, Nebido and the octreotide implant.

According to Endo, BTB has sufficient voting power to approve the merger without a vote by other Indevus stockholders. However, BTB cannot complete a short-form merger unless the shares tendered, together with the shares already held by Endo and its affiliates, exceeds 90% of Indevus' outstanding shares.

If the 90% threshold is not met, Endo said it will proceed with a long-form merger.


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