Caraco Announces Merger Agreement with Sun Pharma at $5.25 per Share

Caraco Pharmaceutical Laboratories, Ltd. CPD announced that on February 21, 2011 it entered into a merger agreement with Sun Pharmaceutical Industries Limited, Sun Pharma Global, Inc, a wholly-owned subsidiary of Sun Pharma organized under the laws of the British Virgin Islands and a newly-formed, indirect wholly-owned subsidiary of Sun Pharma incorporated in Michigan. Sun Pharma and Sun Global collectively own 75.8% of Caraco common stock. The merger agreement provides that all shareholders of Caraco other than Sun Pharma and Sun Global will receive a cash payment of $5.25 per share upon the closing of the transaction. As previously disclosed, Sun Pharma and Sun Global had proposed a "going private" transaction by which Sun Pharma, Sun Global and/or one or more of their affiliates would acquire all of the outstanding shares of Caraco common stock not held by Sun Pharma and Sun Global for a per share consideration of $4.75 cash. Caraco entered into the merger agreement based upon the recommendation and approval of the Independent Committee of Caraco's Board of Directors and the approval of the Board of Directors. The Independent Committee was advised by William Blair & Company, L.L.C. as its independent financial advisor and Carrington Coleman as its independent legal counsel.