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Published on 12/31/2008 in the Prospect News Special Situations Daily.

Plethico acquires Natrol for $80.8 million

By Lisa Kerner

Charlotte, N.C., Dec. 28 - Nutra Acquisitions Co., Inc., a Plethico Pharmaceuticals Ltd. subsidiary, completed its $4.40-per-share tender offer for Natrol, Inc. on Dec. 27. The tender offer began on Nov. 27.

A total of 13,108,619 shares, or 91.9%, of Natrol's common stock were validly tendered and not withdrawn in the offer, with an additional 63,245 shares tendered by notice of guaranteed delivery, a company news release stated.

Enough Natrol shares were tendered to enable Plethico to effect a short-form merger of Nutra Acquisition into Natrol under Delaware law, without any vote or other action required by Natrol stockholders.

All outstanding shares of Natrol common stock not tendered and purchased in the tender offer were converted into the right to receive $4.40 per share in cash, according to the release.

Natrol is now an indirect subsidiary of Plethico, and Natrol's stock will cease trading on the Nasdaq Global Market.

Natrol stockholders owning some 42.3% of the company's outstanding common stock had agreed to tender their shares in the offer, a prior news release stated.

Plethico, based in Mumbai, India, manufactures and distributes herbal and nutraceutical products.

Chatsworth, Calif.-based Natrol has a portfolio of health and wellness products including nutritional supplements and herbal teas.


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