BioSante Pharma Sends Letter to Holders, Urges Vote for Proposed Deal with ANI Pharma

BioSante Pharmaceuticals, Inc.

today sent a letter to stockholders in connection with its proposed merger with ANI Pharmaceuticals, Inc. recommending that BioSante stockholders vote “FOR” the proposed merger. The letter highlights the significant benefits to BioSante stockholders of the value of the proposed merger and the importance of promptly delivering a vote “FOR” the merger. The full text of the letter follows: March 19, 2013 Dear Fellow Stockholder: Last Friday March 15, 2013, BioSante adjourned until April 12, 2013 its special meeting of stockholders to vote on the proposed merger of BioSante with ANI Pharmaceuticals, Inc. The votes received to date have been voted overwhelmingly in favor of the merger. We believe that most of you recognize the benefits of our proposed merger with ANI. We are concerned, however, that many of you may not realize how important your individual vote is to approving the merger. We encourage all BioSante stockholders to read the definitive joint proxy statement/prospectus for a detailed discussion of ANI, the proposed merger, the merger agreement and the process that led to the proposed merger. In addition, we have prepared the following answers to the most common questions posed by BioSante stockholders regarding the proposed merger and stockholder vote: Why does it make sense for BioSante to merge? The BioSante board of directors strongly believes that the proposed merger with ANI is the best alternative for BioSante stockholders. If the merger isn't approved, BioSante will remain a stand-alone company and will still need to address the issues and risks that led it to propose the merger with ANI in the first place. The BioSante board of directors believes that the merger would create more value for BioSante stockholders in the long-term than BioSante could create as an independent, stand-alone company. BioSante solely on its own has expended significant time and resources with respect to LibiGel®. However, LibiGel® cannot be marketed or sold until FDA approval is obtained and the efficacy data collected in BioSante's two efficacy trials and its safety study are not adequate to enable BioSante to seek or obtain that approval. BioSante would need substantial additional funding to conduct the needed additional efficacy trials. Why merge with ANI? ANI is led by a highly experienced management team focused on revenue growth and profitability. By commercializing a variety of branded and generic products, ANI reduces risk for the company and its stockholders. ANI owns two pharmaceutical manufacturing plants which enable management to control costs and compete more effectively. These plants have specialized capabilities which allow ANI to focus on developing niche products with fewer competitors. Although other merger proposals were entertained by BioSante prior to entering into the merger agreement with ANI, the BioSante board of directors believes that the merger with ANI is the best option for BioSante stockholders. Why did the BioSante board of directors adjourn the stockholders' meeting to give stockholders more time to vote? Over 60% of BioSante's shares weren't voted at all on the merger. Since the average BioSante stockholder owns about 750 shares, every stockholder's vote counts, including yours. Why should I bother to vote for the merger? You should vote in favor of the merger because it is the best alternative available for BioSante stockholders. You will retain a right to benefit from LibiGel®, both through contingent value rights (CVRs), and through your ownership in the merged company. At the same time, you will have an ownership interest in ANI. The BioSante board of directors has determined that the merger is in the best interests of the BioSante stockholders and unanimously recommends that BioSante stockholders vote “FOR” the merger. BioSante strongly encourages ALL stockholders to vote their shares for the merger by calling (800) 357-9167. Each BioSante stockholder's vote is critical to the success of the merger whether the position be 100,000 shares or 100 shares. This call should take less than one minute. No confidential information will be required. The BioSante board of directors unanimously recommends that stockholders vote “FOR” the adoption of the merger agreement and all related matters being submitted to a vote of BioSante stockholders. Three leading independent proxy advisory firms, ISS Proxy Advisory Services, Glass, Lewis & Co. and Egan-Jones Proxy Services, have recommended votes FOR the merger. None of these recommendations was solicited by BioSante or ANI, and no fees were paid by BioSante or ANI to any of these companies. The special meeting has been adjourned to give BioSante stockholders additional but limited time to consider the merger proposal and to VOTE PROMPTLY their shares. In addition to calling 800-357-9167, you also may vote in one of the following ways: * Over the phone, by calling 1-800-690-6903 and using touch tone to deliver voting instructions (note that you will need your control number on your proxy card) * Via the Internet at www.proxyvote.com (note that you will need your control number on your proxy card) * By mail, by promptly returning your enclosed proxy card. If your broker has asked you for voting instructions on the merger proposal and you have not responded or failed to deliver instructions to your broker on how it should vote your shares, your failure to give instructions is the same as a vote “AGAINST” the merger. The BioSante board of directors urges you to promptly return voting instructions to your broker or promptly vote “FOR” the merger proposal by calling 1-800-690-6903 or going online at www.proxyvote.com or returning your completed proxy card. Alternatively, you may call (800) 357-9167 to vote your shares. The Proposed BioSante/ANI Merger is the Best Alternative for BioSante Stockholders The proposed merger of BioSante and ANI is the best alternative for BioSante stockholders. If holders of a majority of BioSante common stock do not vote “FOR” the merger proposal, BioSante will remain a stand-alone company and will need to address the same financial and strategic issues and risks that led it to propose the merger with ANI. Upon completion of the merger, the combined company will be renamed ANI Pharmaceuticals, Inc. and will operate under the leadership of the ANI management team, with Arthur S. Przybyl serving as president and chief executive officer. Mr. Przybyl has expressed to us the strong belief of the entire ANI management team that by merging with BioSante it can create value for all stockholders. We and they believe that the combined strengths of our two companies will be a powerful accelerant to growth. The BioSante board of directors URGES you to vote promptly “FOR” the proposed merger. The time needed to vote is short and you can provide your vote easily by phone, over the Internet or by mail. If you have received a request for voting instructions from your broker, we urge you promptly to provide those instructions-- if you do not, it is the same as a vote “AGAINST” the proposed merger. The new voting deadline is midnight, Eastern Time, on April 11, 2013. On behalf of your board of directors, we thank you for your continued support. Sincerely, /s/ Louis W. Sullivan, M.D. Chairman of the Board