Dr. Reddy's announces it has acquired 7,496,484 shares (14.2%) of OctoPlus N.V. on 14 December 2012

2012-12-14 19:01:14 -

This is a press release by Reddy Netherlands B.V. (the "Offeror"), a wholly
owned subsidiary of Dr. Reddy's Laboratories Ltd. ("Dr. Reddy's"),
and Dr.
Reddy's pursuant to Section 13 paragraph 1 of the Dutch Public Takeover Decree
(Besluit openbare biedingen Wft, the "Decree") in connection with the
recommended public offer (the "Offer") by the Offeror for all the issued and
outstanding ordinary shares (the "Shares") in the capital of OctoPlus N.V.
("OctoPlus" or the "Company"). This press release does not constitute,
or form
part of, an offer or any solicitation of an offer, to acquire or subscribe or
sell any securities in OctoPlus. The Offer is only made by means of the offer
memorandum published on 13 December 2012 (the "Offer Memorandum"). This
announcement is not for release, publication, dissemination, or distribution, in
whole or in part, in or into Canada and Japan. Capitalised terms not defined in
this press release shall have the meaning given thereto in the Offer Memorandum.

Hyderabad/Amsterdam, 14 December 2012 - With reference to the joint press
release of the Offeror and OctoPlus (Euronext Amsterdam: OCTO) of 13 December
2012 relating to the Offer, the Offeror announces that it has acquired
7,496,484 Shares in the course of today at a volume weighed average price of EUR
0.52 per Share, a minimum price of EUR 0.52 per Share and a maximum price of EUR
0.52 per Share.

Together with the irrevocable undertakings received from the Committed
Shareholders[1], this results in the following positions:

  Number of Shares Percentage of Shares
Shares owned prior to today's 0 0.0%
Shares acquired on 14 December 2012 7,496,484 14.2%
Total shares owned on 14 December 2012  7,496,484 14.2%
Shares committed by Committed 33,448,839 63.5%
Total Shares owned and committed 40,945,323 77.7%
[1] As indicated in the joint press release of 13 December 2012 and the Offer
Memorandum, the irrevocable undertakings of the Committed Shareholders are
subject to customary terms and conditions.

Company profile Dr. Reddy's

Dr. Reddy's Laboratories Ltd. (NYSE: RDY) is an integrated global pharmaceutical
company, committed to providing affordable and innovative medicines for
healthier lives. Over the last fiscal year the company generated revenues of
over $2.0 billion. Through its three businesses - Pharmaceutical Services and
Active Ingredients, Global Generics and Proprietary Products - Dr. Reddy's
offers a portfolio of products and services including APIs, custom
pharmaceutical services, generics, biosimilars, differentiated formulations and
NCEs. Therapeutic focus is on gastro-intestinal, cardiovascular, diabetology,
oncology, pain management, anti-infective and pediatrics. Major markets include
India, USA, Russia and CIS, Germany, UK, Venezuela, S. Africa, Romania, and New
Zealand. For more information:

Company profile OctoPlus

OctoPlus is a specialty pharmaceutical company focused on the development and
manufacture of improved injectable pharmaceuticals based on proprietary drug
delivery technologies that exhibit fewer side effects, improved patient
convenience and a better efficacy/safety balance than existing therapies.

OctoPlus also focuses on the development of long-acting, controlled release
versions of known protein therapeutics, peptides and small molecules, including
specialty generics. OctoPlus is a leading European provider of advanced drug
formulation and clinical scale manufacturing services to the pharmaceutical and
biotechnology industries, with a focus on difficult-to-formulate active
pharmaceutical ingredients.

OctoPlus is listed on Euronext Amsterdam by NYSE Euronext under the symbol OCTO.
More information about OctoPlus can be found on:

Further information

Dr. Reddy's

For further information about Dr. Reddy's, please contact:

For Investors and Financial Analysts:

Kedar Upadhye: telephone number +91-40-66834297 or send an e-mail to

Saunak Savla: telephone number +91-40-49002135 or send an e-mail to

Milan Kalawadia (USA): telephone number +1 908-203-4931 or send an e-mail to

For Media:

S Rajan: telephone number +91-40-49002445 or send an e-mail to


For further information about OctoPlus, please contact Investor Relations:
telephone number +31 (71) 524 1061 or send an e-mail to Investor Relations at


This announcement is for information purposes only and does not constitute an
offer or an invitation to acquire or dispose of any securities or investment
advice or an inducement to enter into investment activity. This announcement
does not constitute an offer to sell or issue or the solicitation of an offer to
buy or acquire the securities of Dr. Reddy's or OctoPlus in any jurisdiction.
The distribution of this press release may, in some countries, be restricted by
law or regulation. Accordingly, persons who come into possession of this
document should inform themselves of and observe these restrictions. To the
fullest extent permitted by applicable law, Dr. Reddy's and OctoPlus disclaim
any responsibility or liability for the violation of any such restrictions by
any person. Any failure to comply with these restrictions may constitute a
violation of the securities laws of that jurisdiction. Neither Dr. Reddy's, nor
OctoPlus, nor any of their advisors assumes any responsibility for any violation
by any person of any of these restrictions. Any OctoPlus shareholder who is in
any doubt as to his position should consult an appropriate professional advisor
without delay. This announcement is not to be published or distributed in or to
Canada and Japan.

Notice to US holders of Shares

The Offer will be made for the securities of a Dutch company and is subject to
Dutch disclosure requirements, which are different from those of the United
States. Some of the financial information included in this announcement has been
prepared in accordance with International Financial Reporting Standards and thus
may not be comparable to financial information of US companies or companies
whose financial statements are prepared in accordance with generally accepted
accounting principles in the United States. The Offer will be made in the United
States pursuant to the applicable US tender offer rules and otherwise in
accordance with the requirements of the Dutch Public Takeover Decree.
Accordingly, the Offer will be subject to disclosure and other procedural
requirements, including with respect to withdrawal rights, offer timetable,
settlement procedures and timing of payments, that are different from those
applicable under US domestic tender offer procedures and law.

The receipt of cash pursuant to the Offer by a US holder of Shares may be a
taxable transaction for US federal income tax purposes and under applicable
state and local, as well as foreign and other tax laws. Each holder of Shares is
urged to consult his independent professional advisor immediately regarding the
tax consequences of acceptance of the offer.

It may be difficult for US holders of Shares to enforce their rights and claims
arising out of the US federal securities laws, since OctoPlus is located in a
country other than the United States, and some or all of its officers and
directors may be residents of a country other than the United States. US holders
of Shares may not be able to sue a non-US company or its officers or directors
in a non-US court for violations of the US securities laws. Further, it may be
difficult to compel a non-US company and its affiliates to subject themselves to
a US court's judgment.

In accordance with normal Dutch practice and pursuant to Rule 14e-5(b) of the
Securities Exchange Act of 1934, Dr. Reddy's or its nominees, or its brokers
(acting as agents), may from time to time make certain purchases of, or
arrangements to purchase, Shares outside of the United States, other than
pursuant to the Offer, before or during the period in which the Offer remains
open for acceptance. These purchases may occur either in the open market at
prevailing prices or in private transactions at negotiated prices. Any
information about such purchases will be disclosed as required in the
Netherlands, will be reported to the Netherlands Authority for the Financial
Markets (Stichting Autoriteit Financiële Markten) and disclosed in the offer
memorandum or by press release.

Forward Looking Statements

This press release may include "forward-looking statements" and language
indicating trends, such as "anticipated" and "expected." Although Dr.
and OctoPlus believe that the assumptions upon which the irrespective financial
information and their respective forward-looking statements are based are
reasonable, they can give no assurance that these assumptions will prove to be
correct. Neither Dr. Reddy's nor OctoPlus, nor any of their advisors accepts any
responsibility for any financial information contained in this press release
relating to the business or operations or results or financial condition of the
other or their respective groups.

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