TARO PHARMACEUTICAL INDUSTRIES LTD

election_required = True...shares and I tender all of my shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you properly tender all of those shares at or below the Final Purchase Price before the Offer expires and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, we will purchase all of your shares without subjecting them to the proration procedure. See Section 1. May I tender only a portion of the shares that I hold? Yes. You do not have to tender all of the shares you own to participate in the Offer. However, if you wish to receive the p...

expiry = 2013-12-23...OF UP TO $200 MILLION IN VALUE OF SHARES OF ITS ORDINARY SHARES AT A PURCHASE PRICE NOT GREATER THAN $97.50 PER SHARE NOR LESS THAN $84.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 23, 2013 UNLESS THE OFFER IS EXTENDED (THE “EXPIRATION TIME”). Taro Pharmaceutical Industries Ltd., a company incorporated under the laws of the State of Israel (the “Company,” “we,” “our” or “us”), is offering to purchase up to $200 million in val...

listed = True...rom time to time in our reasonable discretion before the Expiration Time. Any determination by us concerning the events described in this section will be final and binding upon all persons. 8. Price Range of Shares; Dividends Price Range of Shares. The shares are traded on the NYSE under the symbol “TARO.” The following table sets forth, for each of the periods indicated, the high and low sales prices per share as reported by NYSE based on published financial sources. High Low Year Ended December 31, 2011: First Quarter 14.90 14.00 Second Quarter 20.88 14.11 Third Quarter 22.23 17.90 Fourth Quarter 29.50 19.25 Year...

mechanism = DUTCH...345-9001 Michael.Kalb@taro.com William.Coote@taro.com TARO ANNOUNCES FINAL RESULTS OF ITS SELF-TENDER OFFER Hawthorne, NY, December 30, 2013 – Taro Pharmaceutical Industries Ltd. (NYSE: TARO) (“Taro” or the “Company”) today announced the final results of its modified “Dutch auction” tender offer to repurchase up to $200 million in value of its ordinary shares, which expired at 12:00 midnight, New York City time, on Monday, December 23, 2013. Based on the final count by American Stock Transfer & Trust Company, LLC, the Depositary for the tender offer, an aggregate of 1,959,514 ordinary shares were properly tendered...

mechanism = DUTCH...mpany incorporated under the laws of the State of Israel, is offering to purchase the shares. See Section 1. What will the purchase price for the shares be and what will be the form of payment? We are conducting the Offer through a procedure commonly called a modified “Dutch auction.” This procedure allows you to either elect to accept the price determined in the Offer or specify a price (in increments of $0.25) not greater than $97.50 per share nor less than $84.50 per share at which you are willing to sell your shares. We will designate a single per share price that we will pay for shares properly tendered and not...

must_tender_all = True...y elect to purchase, subject to applicable law) have been properly tendered at or below the Final Purchase Price and not properly withdrawn prior to the Expiration Time, we will purchase shares: • first, from all holders of “odd lots” of fewer than 100 shares who properly tender all of their shares at or below the Final Purchase Price and do not properly withdraw them before the Expiration Time; • second, from all other stockholders who properly tender shares at or below the Final Purchase Price, on a pro rata basis (except for stockholders who tendered shares conditionally for which the condition was not satisfied); and 4 Table of...

no_priority = True...eral backup withholding tax of 28% of the gross proceeds paid to the stockholder or other payee pursuant to the Offer. See Sections 3 and 14 and the Letter of Transmittal for additional information. 6. Conditional Tender of Shares Subject to the exception for Odd Lot Holders, in the event of an over-subscription of the Offer, shares tendered prior to the Expiration Time will be subject to proration. See Section 1. As discussed in Section 14, the number of shares to be purchased from a particular stockholder may affect the U.S. federal income tax treatment of the purchase to the stockholder and the stockholder’s decision whether to tender. The conditional tender alternative is made available for stockholders seeking to take steps to...

price = USD 97.5...ansfer & Trust Company, LLC, the Depositary for the tender offer, an aggregate of 1,959,514 ordinary shares were properly tendered and not properly withdrawn at or below the final purchase price of $97.50 per share. In accordance with the terms and conditions of the tender offer, the Company has accepted for payment 1,959,514 ordinary shares, including all “odd lots” properly tendered, at the final purchase price of $97.50 per sha...

price = USD 97.5...fer. All shares accepted for payment will be paid promptly after the Expiration Time, net in cash, less any applicable withholding taxes and without interest. At the maximum Final Purchase Price of $97.50 per share, we would purchase 2,051,282 shares if the Offer is fully subscribed, which would represent approximately 4.6% of the issued and outstanding shares as of November 20, 2013. At the minimum Final Purchase Price of $84.50...

priority_conflicting = True...ice) in excess of $200 million (or such greater amount as we may elect to purchase, subject to applicable law) have been properly tendered at or below the Final Purchase Price and not properly withdrawn prior to the Expiration Time, we will purchase shares: • first, from all holders of “odd lots” of fewer than 100 shares who properly tender all of their shares at or below the Final Purchase Price and do not properly withdraw them before the Expiration Time; • second, from all other stockholders who properly tender shares at or below the Final Purchase Price, on a pro rata basis (except for stockholders who tendered shares conditionally for which t...

threshold = 100...and outstanding shares as of November 20, 2013. See Sections 1 and 5. If more than $200 million in value of the Company’s shares are properly tendered at the Final Purchase Price, we will purchase all shares properly tendered on a pro rata basis, except for “odd lots” (lots held by owners of fewer than 100 shares), which we will purchase on a priority basis, and conditional tenders whose condition was not met, which we will not purchase (except as described in Section 6). In accordance with the rules of the SEC, we also expressly reserve the right to accept additional shares in the Offer, not to exceed 2% of our outstanding shares (approximately...

txn_type = TENDER_OFFER...Three Skyline Drive Hawthorne, New York 10532 (NYSE: TARO) FOR IMMEDIATE RELEASE CONTACTS: Michael Kalb William J. Coote GVP, CFO VP, Treasurer (914) 345-9001 (914) 345-9001 Michael.Kalb@taro.com William.Coote@taro.com TARO ANNOUNCES FINAL RESULTS OF ITS SELF-TENDER OFFER Hawthorne, NY, December 30, 2013 – Taro Pharmaceutical Industries Ltd. (NYSE: TARO) (“Taro” or the “Company”) today announced the final results of its modified “Dutch auction” tender offer to repurchase up to $200 million in value of its ordinary shares, which expired at 12:00 midnight, New York City time, on Monday, December 23, 2013. B...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 d633483dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Table of Contents Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY TARO PHARMACEUTICAL INDUSTRIES LTD. OF UP TO $200 MILLION IN VALUE OF SHARES OF ITS ORDINARY SHARES AT A PURCHASE PRICE NOT GREATER THAN $97.50 PER SHARE NOR LESS THAN $84.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 23, 2013 UNLESS THE O...