JLL/Delta Dutch Newco B.V. Announces Offering of $500 Million Senior Notes due 2022

Offering will finance in part acquisition of Patheon Inc. and DPP Pharmaceuticals Business of DSM

Jan 16, 2014, 08:15 ET from JLL/Delta Dutch Newco B.V.

NEW YORK, Jan. 16, 2014 /PRNewswire/ -- JLL/Delta Dutch Newco B.V. (the "Company") announced today the commencement of a private offering of $500 million aggregate principal amount of its Senior Notes due 2022 (the "Notes"). The Company intends to use the net proceeds from the offering of the Notes as part of its financing for its previously-announced transactions pursuant to which the Company has agreed to acquire the outstanding equity securities of Patheon Inc. (TSX: PTI) and the pharmaceutical products business of Koninklijke DSM N.V. (the "Acquisitions"). It is expected that the proceeds of the offering will be deposited in escrow subject to the completion of the Acquisitions and satisfaction other customary conditions. Upon consummation of the Acquisitions, the Notes will be guaranteed, jointly and severally, by the Company's existing and future subsidiaries that are guarantors under the Company's senior secured credit facilities that will be entered into in connection with the financing of the Acquisitions.

The offering of the Notes will be made in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), in the United States only to investors who are "qualified institutional buyers," as that term is defined in Rule 144A under the Securities Act, or outside the United States pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of any of the Notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Cautionary Statement

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.


SOURCE JLL/Delta Dutch Newco B.V.