Patheon N.V. (NYSE:PTHN) Files An 8-K Completion of Acquisition or Disposition of Assets
ITEM 2.01 Completion of Acquisition or Disposition of Assets.
Current Report on Form 8-K of Patheon N.V. (the Company) filed
with the Securities and Exchange Commission on February 1, 2017
(the Initial Form 8-K), which described, among other matters, the
Companys completion of the acquisition of all of the issued and
outstanding stock of Roche Carolina Inc., a South Carolina
corporation (Roche Carolina), as contemplated by the Stock
Purchase Agreement (the Purchase Agreement), dated November 25,
2016, by and among DPI Newco LLC, a wholly-owned indirect
subsidiary of the Company, Roche Carolina, Roche Holdings, Inc.
and Patheon Holdings I B.V., solely for the purposes of Article
XII thereof.
and supplements the Initial Form 8-K to include the consolidated
financial statements of Roche Carolina and the unaudited pro
forma condensed combined financial information required by Item
9.01(a) and Item 9.01(b) of Form 8-K in connection with the
acquisition of Roche Carolina. No other amendments to the Initial
Form 8-K are being made by this Amendment No. 1.
financial position of Roche Carolina as of December 31, 2016 and
December 31, 2015, and the related statements of comprehensive
income (loss), changes in equity, and cash flows for each of the
years in the threeyear period ended December 31, 2016 are filed
as Exhibit 99.1 hereto and are incorporated herein by reference.
consolidated statements of operations of Roche Carolina and the
Company for the three months ended January 31, 2017 and the
twelve months ended October 31, 2016, as well as the unaudited
pro forma consolidated balance sheet of Roche Carolina and the
Company as of January 31, 2017 are filed as Exhibit 99.2 hereto
and are incorporated herein by reference.
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Exhibit Number
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Description
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| 23.1 | Consent of KPMG LLP | |
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99.1
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Statements of financial position of Roche Carolina, Inc. as
of December 31, 2016 and December 31, 2015, and the related statements of comprehensive income (loss), changes in equity, and cash flows for each of the years in the threeyear period ended December 31, 2016 |
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99.2
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Unaudited pro forma consolidated statements of operations
of Roche Carolina, Inc. and Patheon N.V. for the three months ended January 31, 2017 and the twelve months ended October 31, 2016, as well as the unaudited pro forma consolidated balance sheet of Roche Carolina, Inc. and Patheon N.V. as of January 31, 2017 |
About Patheon N.V. (NYSE:PTHN)
Patheon N.V. is a provider of outsourced pharmaceutical development and manufacturing services. The Company’s segments include Drug Product Services (DPS), Pharmaceutical Development Services (PDS) and Drug Substance Services (DSS). The DPS segment is engaged in manufacturing and packaging for approved prescription, over-the-counter (OTC) and nutritional products. The PDS segment provides a range of formulation, production and technical services from the early stages of a product’s development to regulatory approval, as well as for new formulations of approved products for lifecycle extension. The DSS segment provides small molecule active pharmaceutical ingredient (API) and outsourced manufacturing solutions for large molecule biological API from early development through commercial scale production. It provides an integrated range of API and finished drug product services to its customers, from formulation development to clinical and commercial-scale manufacturing. Patheon N.V. (NYSE:PTHN) Recent Trading Information
Patheon N.V. (NYSE:PTHN) closed its last trading session down -0.50 at 25.18 with 155,824 shares trading hands.