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Case Status:    DISMISSED    
On or around 11/03/2017 (Stipulation and order of dismissal (voluntary dismissal))

Filing Date: June 27, 2016

According to the Complaint, on May 31, 2016, Celator Pharmaceuticals, Inc. (“Celator” or the “Company”) and Jazz Pharmaceuticals plc (“Jazz”) issued a joint press release announcing that they had entered into an Agreement and Plan of Merger dated May 27, 2016 (the “Merger Agreement”) to sell Celator to Jazz. Subject to the terms of the Merger Agreement, Merger Sub commenced a tender offer (the “Offer”) to purchase all of the outstanding shares of Celator common stock for $30.25 in cash for each share of Celator they own (the “Offer Price”). Following consummation of the Offer, Merger Sub will merge with and into Celator with the Company surviving as a wholly-owned subsidiary of Jazz. The Proposed Transaction is valued at approximately $1.5 billion. On June 10, 2016, Celator filed a Recommendation Statement on Schedule 14D-9 Solicitation/ Recommendation Statement (the “Recommendation Statement”) with the U.S. Securities and Exchange Commission (“SEC”).

The Complaint alleges the Recommendation Statement, which recommends that Celator stockholders vote in favor of the Proposed Transaction, omits or misrepresents material information concerning, among other things: (i) the background of the Proposed Transaction; (ii) the data and inputs underlying the financial valuation exercises that purportedly support the so-called “fairness opinion” provided by Celator’s financial advisor, MTS Securities, LLC (“MTS Securities”); and (iii) Celator’s financial projections, relied upon by MTS Securities.

This case was administratively terminated on July 8, 2016.

This case was voluntarily dismissed on November 3, 2017.


Sector: Healthcare
Industry: Major Drugs
Headquarters: United States


Ticker Symbol: CPXX
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: D. New Jersey
DOCKET #: 16-CV-03814
JUDGE: Hon. Freda L. Wolfson
DATE FILED: 06/27/2016
CLASS PERIOD END: 06/27/2016
  1. Neuhauser, Rubin & Mendlowitz, Llc
  2. WeissLaw LLP
No Document Title Filing Date
—Reference Complaint Complaint Related Data is not available
—Related District Court Filings Data is not available