On January 13, 2015 Otsuka Holdings Co., Ltd. ("Otsuka Holdings") reported that its wholly-owned subsidiary, Otsuka Pharmaceutical Co., Ltd. ("Otsuka Pharmaceutical"), successfully completed, through its wholly-owned indirect subsidiary Bigarade Corporation, its acquisition of Avanir Pharmaceuticals, Inc. (NASDAQ: AVNR) ("Avanir") for US $17.00 per share, net to the seller in cash, without interest and less any required withholding taxes. The acquisition was effected through a tender offer ("Tender Offer"), which was commenced on December 12, 2014, New York time and expired at 12:00 midnight, New York time at the end of January 12, 2015, followed by a merger on January 13, 2015. As a result of the merger, Avanir’s common stock has leased to be traded on the NASDAQ as of January 13, 2015 and will no longer be listed.

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Completion of the Acquisition
Thereafter on January 13, 2015 New York time, in accordance with Delaware law, Bigarade Corporation completed a short-form merger with and into Avanir with Avanir continuing as the surviving corporation and wholly-owned subsidiary of Otsuka Pharmaceutical, thereby consummating Otsuka Pharmaceutical’s acquisition of Avanir. At the effective time of the merger on January 13, 2015 New York time, non-tendered shares of Avanir (other than shares of common stock held in the treasury of Avanir or by Otsuka Pharmaceutical, Bigarade Corporation or any other direct or indirect wholly owned subsidiary of Avanir or Otsuka Pharmaceutical, which were canceled without consideration and extinguished, or by stockholders of Avanir who validly exercised their appraisal rights under Delaware law with respect to such shares) were canceled and converted into the right to receive US $17.00 per share net to the stockholder in cash, without interest thereon and less any applicable withholding taxes.

(Press release, Otsuka, JAN 13, 2015, View Source [SID1234670320])