OrbiMed Advisors Announces Institutional Shareholder Services Recommendation that 3SBio Shareholders Vote AGAINST Management Buyout Proposal

Mon Apr 15, 2013 12:12pm EDT

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* ISS cites concerns over sale process and lack of attractive takeover premium
* Both major independent proxy advisory firms, ISS and Glass Lewis, agree with
OrbiMed`s opposition to the proposed buyout

NEW YORK--(Business Wire)--
OrbiMed Advisors LLC ("OrbiMed") today announced that Institutional Shareholder
Services ("ISS"), a leading provider of proxy research and corporate governance
services to institutional shareholders, has recommended that shareholders of
3SBio (NASDAQ: SSRX) vote AGAINST the company`s $15.40 per ADS going-private
acquisition by a consortium of buyers that includes the company`s Chairman and
CEO and other senior executives. 

In its report, ISS casts doubt on management`s reliance, in part, on its
financial advisor`s earnings-based valuations because they were based on
earnings estimates provided by management that are considerably below Wall
Street consensus estimates. ISS said, "Shareholders should note that in its
analysis, Jefferies used the internal estimates provided by company management,
which, in this case, may be inherently motivated to downplay the earnings

The report further questions management`s commitment to a transaction with a
single private equity firm. ISS said, "Further, the exclusivity agreement
between Dr. Lou and CITIC PE may have limited the company`s ability to attract a
better offer, and there is no compelling evidence that 3SBio cannot continue to
thrive as a stand-alone company." 

In response to this latest proxy voting recommendation, OrbiMed said, "Two
leading global proxy advisory firms, ISS and Glass, Lewis & Co., have now had a
chance to review the 3SBio going-private transaction and, not surprisingly, when
considering all the facts, they have reached the same conclusion as we have,
that a flawed buyout process and inherent conflicts have resulted in a
management-sponsored going-private transaction at an inadequate price that does
not serve the interest of all shareholders." OrbiMed, a 9.4% holder of 3SBio
shares, reiterated its intention to vote against the proposals at the company`s
April 25 Extraordinary General Meeting. 

About OrbiMed

OrbiMed Advisors LLC is a leading investment firm dedicated exclusively to the
healthcare sector, with approximately $7 billion in assets under management.
OrbiMed invests globally across the spectrum of healthcare companies, from
venture capital start-ups to large multinational companies. OrbiMed`s team of
over 60 professionals manages a series of private equity funds, hedge funds,
royalty funds and other investment vehicles.

OrbiMed Advisors LLC
Samuel D. Isaly, 212-739-6400
Managing Partner
Georgeson Inc.
David S. Drake, 212-440-9861 

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