>Teva Pharmaceutical Industries Ltd., is among the top 20 pharmaceutical companies in the world and is the leading generic pharmaceutical company. The company develops, manufactures and markets generic and innovative pharmaceuticals and active pharmaceutical ingredients (http://www.tevapharm.com/)
>Bentley Pharmaceuticals, Inc. is a specialty pharmaceutical company focused on advanced drug delivery technologies and generic pharmaceutical products. Bentley’s proprietary drug delivery technologies enhance the absorption of pharmaceutical compounds across various membranes. Bentley manufactures and markets a growing portfolio of generic and branded generic pharmaceuticals in Europe for the treatment of cardiovascular, gastrointestinal, infectious and central nervous system diseases through its subsidiaries -- Laboratorios Belmac, Laboratorios Davur, Laboratorios Rimafar and Bentley Pharmaceuticals Ireland. Bentley also manufactures and markets active pharmaceutical ingredients through its subsidiary, Bentley API. (http://www.bentleypharm.com/)
Shareholders of Bentley will receive approximately $15.02 per share in cash subject to adjustment in the acquisition (see section 3 in merger agreement) and will also receive shares of CPEX Pharmaceuticals, Inc. pursuant to the spin-off, which will occur before the acquisition. If the value of the CPEX stock distributed to Bentley shareholders in the spin-off described above exceeds certain thresholds set forth in the merger agreement, then the per share price would be reduced by a percentage of that excess.
