Paramount shareholders to vote Oct. 17 on Chem Rx deal

By Lisa Kerner

Charlotte, N.C., Oct. 1 - Paramount Acquisition Corp. will hold a special meeting of stockholders at 10 a.m. ET on Oct. 17 in New York to vote on the acquisition of Chem Rx Corp.

The record date for the meeting is Oct. 1, according to a company news release.

Shareholders of record also will be asked to:

• Adopt the June 1 stock purchase agreement;

• Approve the 2007 incentive compensation plan;

• Approve an amended and restated certificate of incorporation of Paramount; and

• Approve the adjournment of the special meeting, if necessary, to solicit additional proxies.

It was previously reported that Paramount will acquire all of the outstanding capital stock of Chem Rx for $133 million in cash and will issue 2.5 million shares of Paramount common stock to the selling shareholders.

In addition, the selling shareholders will be entitled to an additional consideration of up to $12.5 million cash and 9 million shares of Paramount common stock upon the achievement of certain financial and share price milestones between 2007 and 2011.

Chem Rx is a Long Beach, N.Y.-based long-term care pharmacy. Paramount Acquisition is a New York-based special-purpose acquisition corporation.

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