RECITALSStock Purchase Agreement • July 30th, 1999 • Fuisz Technologies LTD • Pharmaceutical preparations • New York
LOGO]Fuisz Technologies LTD • July 30th, 1999 • Pharmaceutical preparations
On behalf of the Board of Directors (the "Board") of Fuisz Technologies Ltd., a Delaware corporation (the "Company"), we are pleased to inform you that on July 25, 1999, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") with Biovail Corporation International, an Ontario, Canada corporation ("Parent"), and its wholly-owned subsidiary, ABCI Acquisition Sub. Corporation, a newly organized Delaware corporation (the "Purchaser"), pursuant to which Purchaser today has commenced a cash tender offer (the "Offer") to purchase at a price of $7.00 per Share, net to the seller in cash, without interest, up to 6,585,225 of the outstanding shares of the Company's common stock, par value $0.01 per share (the "Shares"). The Offer is currently scheduled to expire at Midnight, New York City time, on Thursday, August 26, 1999, unless the Offer is extended.
EXHIBIT 3A [LOGO]Fuisz Technologies LTD • July 30th, 1999 • Pharmaceutical preparations
EXHIBIT 7 CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is made as of this 28th day of January, 1999 by Fuisz Technologies, Ltd. a Delaware corporation with its principal place of business at 14555 Avion at Lakeside, Chantilly,...Exhibit 7 Consulting Agreement • July 30th, 1999 • Fuisz Technologies LTD • Pharmaceutical preparations
EXHIBIT 9 LICENSE AGREEMENT THIS AGREEMENT (the "Agreement") is effective as of December 31, 1998 by and between Privateer Ltd., a corporation organized under the laws of the State of Delaware and doing business at 8000 Tower Crescent Drive, Suite...Exhibit 9 License Agreement • July 30th, 1999 • Fuisz Technologies LTD • Pharmaceutical preparations • New York
