Concert Pharmaceuticals Receives Second Request from FTC Under HSR Act
May 22 2017 - 7:00AM
Business Wire
Concert Pharmaceuticals, Inc. (NASDAQ: CNCE) today announced
that it has received a request for additional information (“Second
Request”) from the United States Federal Trade Commission (FTC) in
connection with the pending acquisition of CTP-656 and other assets
related to the treatment of cystic fibrosis by Vertex
Pharmaceuticals Inc. (NASDAQ: VRTX). The Second Request was issued
under notification requirements of the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended (HSR Act). Concert intends to
work cooperatively with the FTC as it reviews the transaction.
As announced on March 6, 2017, pursuant to an asset purchase
agreement, Vertex will pay Concert $160 million in cash for all
worldwide development and commercialization rights to CTP-656 and
Concert’s other cystic fibrosis assets. If CTP-656 is approved as
part of a combination regimen to treat CF, Concert could receive up
to an additional $90 million in milestones based on regulatory
approval in the U.S. and agreement for reimbursement in the first
of the United Kingdom, Germany or France.
Concert’s annual meeting of stockholders will be held on May 24,
2017 at 9:00 a.m. and will include for consideration the
authorization of the CTP-656 asset purchase agreement. Concert’s
Board of Directors unanimously supports the transaction and
recommends that Concert’s shareholders vote in favor of it. Concert
continues to expect the transaction to close by October 31,
2017.
Additional Information about the Transaction and Where to
Find ItThis press release is being made in respect of the
proposed asset sale with Vertex. The proposed asset sale and the
asset purchase agreement has been submitted to the shareholders of
Concert for their consideration and approval pursuant to a
definitive proxy statement filed with the Securities and Exchange
Commission (SEC) on April 26, 2017. This press release does not
constitute a solicitation of any vote or proxy from any shareholder
of Concert. Investors are urged to read the proxy statement
carefully and in its entirety and any other relevant documents or
materials filed or to be filed with the SEC or incorporated by
reference in the proxy statement, because they contain or will
contain important information about the proposed asset sale. The
definitive proxy statement has been mailed to Concert’s
shareholders. In addition, the proxy statement and other documents
are available free of charge at the SEC’s internet website,
www.sec.gov. The proxy statement and other pertinent documents may
also be obtained free of charge at the Investors section of
Concert’s website, www.concertpharma.com, or by directing a written
request to Concert Pharmaceuticals, Inc., Attn: Investor Relations,
at 99 Hayden Ave, #500, Lexington, MA 02421.
Concert and its directors, executive officers and other members
of management, and employees, may be deemed to be participants in
the solicitation of proxies in connection with the proposed asset
sale. Information about Concert’s directors and executive officers
and their interests in the transaction are included in Concert’s
Annual Report on Form 10-K for the year ended December 31, 2016
filed with the SEC on March 6, 2017, the definitive proxy statement
filed with the SEC on April 26, 2017 and all additional proxy
soliciting materials filed with the SEC. These documents can be
obtained free of charge from the sources indicated above.
About ConcertConcert Pharmaceuticals is a clinical stage
biopharmaceutical company focused on applying its DCE Platform®
(deuterated chemical entity platform) to create novel medicines
designed to address unmet patient needs. The Company’s approach
starts with approved drugs in which deuterium substitution has the
potential to enhance clinical safety, tolerability or efficacy.
Concert has a broad pipeline of innovative medicines targeting
pulmonary diseases, including cystic fibrosis, autoimmune and
inflammatory diseases and central nervous systems (CNS) disorders.
For more information please visit www.concertpharma.com.
Cautionary Note on Forward Looking StatementsAny
statements in this press release about our future expectations,
plans and prospects, including statements about the asset purchase
agreement, potential payments to be received pursuant to the asset
purchase agreement, the expected timing of the closing of the
transaction and other statements containing the words “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “plan,” “potential,” “predict,” “project,” “should,”
“target,” “would,” and similar expressions, constitute
forward-looking statements within the meaning of The Private
Securities Litigation Reform Act of 1995. Actual results may differ
materially from those indicated by such forward-looking statements
as a result of various important factors, including: the
possibility that the closing conditions to the contemplated
transaction may not be satisfied or waived, including that a
governmental entity may prohibit, delay, place conditions on, or
refuse to grant a necessary regulatory approval; the occurrence of
any event that could give rise to termination of the asset purchase
agreement; the risk that the proposed transaction disrupts current
plans and operations, increases operating costs, results in
management distraction and the potential difficulties in
maintaining relationships with customers, suppliers and other third
parties and employee retention as a result of the transaction and
additional regulatory authority requests; the uncertainties
inherent in the initiation of future clinical trials; availability
and timing of data from ongoing and future clinical trials and the
results of such trials; whether preliminary results from a clinical
trial will be predictive of the final results of that trial or
whether results of early clinical trials will be indicative of the
results of later clinical trials; expectations for regulatory
approvals; availability of funding sufficient for our foreseeable
and unforeseeable operating expenses and capital expenditure
requirements; and other factors discussed in the “Risk Factors”
section of our most recent Quarterly Report on Form 10-Q filed with
the Securities and Exchange Commission and in other filings that we
make with the Securities and Exchange Commission. In addition, any
forward-looking statements included in this press release represent
our views only as of the date of this release and should not be
relied upon as representing our views as of any subsequent date. We
specifically disclaim any obligation to update any forward-looking
statements included in this press release.
Concert Pharmaceuticals Inc., the CoNCERT
Pharmaceuticals Inc. logo and DCE Platform are registered
trademarks of Concert Pharmaceuticals, Inc.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170522005209/en/
InvestorsConcert Pharmaceuticals, Inc.Justine Koenigsberg,
781-674-5284ir@concertpharma.comorMediaThe Yates NetworkKathryn
Morris, 845-635-9828kathryn@theyatesnetwork.com
Concert Pharmaceuticals (NASDAQ:CNCE)
Historical Stock Chart
From Aug 2024 to Sep 2024
Concert Pharmaceuticals (NASDAQ:CNCE)
Historical Stock Chart
From Sep 2023 to Sep 2024