Catalytica Announces Cash Merger Consideration

December 28, 2000 by Jeff Shepard

Catalytica Inc. (Mountain View, CA) has announced the cash merger consideration in connection with Catalytica's acquisition by Synotex Co. Inc., a US subsidiary of DSM (Netherlands). Each stockholder of record at the close of business on December 15, 2000, will be receiving $10.14 in cash per share of Catalytia stock owned. In addition, those stockholders will also receive 0.16547 of a share of Catalytica Energy Systems per each share of Catalytica stock owned.

The receipt of cash and Catalytica Energy Systems' common stock is a taxable event. In general, a stockholder should recognize gain or loss with respect to Catalytica's common stock equal to the difference between the fair market value of Catalytica Energy Systems' stock received, plus less cash received from individual stockholders' tax basis in Catalytica's common stock. Stockholders should consult their personal tax adviser as to the tax consequences of the merger and spin-off.

The spin-off of Catalytica Energy Systems and the merger of Catalytica with a subsidiary of Synotex were completed following the close of business on December 15, 2000.