Terms of Proposed Merger Include Funding for
Combined Company and Other Aspects of the Merger Disclosed in the
Proxy/Prospectus
Jaguar to Host Conference Call Friday, July
28th at 8:30 a.m. Eastern Time
As previously announced, Jaguar Animal Health, Inc.
(NASDAQ:JAGX) (Jaguar) will hold a special meeting of its
stockholders on Thursday, July 27, 2017, to consider and vote on a
number of proposals recommended by Jaguar’s board regarding the
consummation of its proposed merger with Napo Pharmaceuticals, Inc.
(Napo) and transactions related thereto.
In connection with the proposed merger, Jaguar has filed with
the Securities and Exchange Commission a registration statement on
Form S-4 that includes a definitive joint proxy
statement/prospectus for Jaguar’s stockholders. The registration
statement was declared effective by the SEC on July 6, 2017, and
the definitive joint proxy statement/prospectus will be mailed to
Jaguar’s stockholders on or about July 7, 2017.
The special meeting of Jaguar stockholders will be held at
Jaguar’s offices at 201 Mission Street, Suite 2375, San Francisco,
CA 94105 on July 27, 2017 at 2:30 p.m. local time. The record date
for determination of stockholders entitled to vote at the special
meeting has been set as the close of business on June 30, 2017.
Jaguar’s board of directors unanimously recommends that Jaguar
stockholders vote “FOR” all of the proposals described in the joint
proxy statement/prospectus.
Upon the consummation of the merger, Jaguar’s name will be
changed to Jaguar Health, Inc., and Napo will operate as a
wholly-owned subsidiary of Jaguar focused on human health and the
ongoing commercialization of Mytesi®, which is approved by the U.S.
FDA for the symptomatic relief of noninfectious diarrhea in adults
with HIV/AIDS on antiretroviral therapy. The terms of the proposed
merger include funding for the combined company and other aspects
of the merger disclosed in the definitive joint proxy
statement/prospectus.
Conference Call
The Jaguar management team will host a call on Friday, July 28,
2017 at 8:30 a.m. Eastern Time to discuss the merger. Investors
interested in listening to the live call should dial 877-627-6544
(Toll Free), 719-325-4888 (International). Please ask the operator
to connect you to the call or provide the conference ID number:
4112552. A live webcast of the conference call will be available
online which can be accessed on the investor relations section of
the Jaguar website (click here). Please allow extra time prior to
the call to visit the site and download any necessary software to
listen to the live broadcast.
For interested individuals unable to join the conference call, a
replay of the webcast will be available on the investor relations
section of Jaguar’s website (click here) for 90 days following the
call. Also, a dial-in replay of the call will be available through
August 4, 2017, at 844-512-2921 (U.S. Toll Free) or 412-317-6671
(International). Participants must use the following code to access
the dial-in replay of the call: 4112552.
Important Additional Information will be Filed with the
SEC
Jaguar and certain of its directors and executive officers may
be deemed to be participants in the solicitation of proxies in
connection with the potential merger. Information about the
executive officers and directors of Jaguar is set forth in Jaguar’s
Annual Report on Form 10-K/A for the fiscal year ended December 31,
2016 as filed with the SEC on May 26, 2017 and joint proxy
statement/prospectus for the July 27, 2017 special meeting of
Jaguar stockholders filed with the SEC on July 6, 2017.
Additional Information
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. Jaguar has filed a
registration statement on Form S-4, including a joint proxy
statement/prospectus of Jaguar and Napo, and other materials with
the SEC in connection with the proposed merger. We urge investors
to read these documents because they contain important information.
Investors may obtain free copies of the joint proxy
statement/prospectus at www.sec.gov, the SEC’s website, or by going
to Jaguar’s investors relations page on its corporate website at
www.jaguaranimalhealth.com.
About Mytesi®
Mytesi® (crofelemer) is an antidiarrheal indicated for the
symptomatic relief of noninfectious diarrhea in adult patients with
HIV/AIDS on antiretroviral therapy (ART). Mytesi® is not indicated
for the treatment of infectious diarrhea. Rule out infectious
etiologies of diarrhea before starting Mytesi®. If infectious
etiologies are not considered, there is a risk that patients with
infectious etiologies will not receive the appropriate therapy and
their disease may worsen. In clinical studies, the most common
adverse reactions occurring at a rate greater than placebo were
upper respiratory tract infection (5.7%), bronchitis (3.9%), cough
(3.5%), flatulence (3.1%), and increased bilirubin (3.1%).
More information and complete Prescribing Information are
available at Mytesi.com. Crofelemer, the active ingredient in
Mytesi®, is a botanical (plant-based) drug extracted and purified
from the red bark sap of the medicinal Croton lechleri tree in the
Amazon rainforest. Napo has established a sustainable harvesting
program for crofelemer to ensure a high degree of quality and
ecological integrity.
About Napo Pharmaceuticals, Inc.
San Francisco-based Napo Pharmaceuticals, Inc. focuses on the
development and commercialization of proprietary pharmaceuticals
for the global marketplace in collaboration with local
partners.
For more information, please visit www.napopharma.com.
About Jaguar Animal Health, Inc.
Jaguar Animal Health, Inc. is an animal health company focused
on developing and commercializing first-in-class gastrointestinal
products for companion and production animals, foals, and high
value horses. Canalevia™ is Jaguar’s lead prescription drug product
candidate, intended for the treatment of various forms of diarrhea
in dogs. Equilevia™ (formerly referred to as SB-300) is Jaguar’s
prescription drug product candidate for the treatment of
gastrointestinal ulcers in horses. Canalevia™ and Equilevia™
contain ingredients isolated and purified from the Croton lechleri
tree, which is sustainably harvested. Neonorm™ Calf and Neonorm™
Foal are Jaguar’s lead non-prescription products. Neonorm™ is a
standardized botanical extract derived from the Croton lechleri
tree. Canalevia™ and Neonorm™ are distinct products that act at the
same last step in a physiological pathway generally present in
mammals. Jaguar has nine active investigational new animal drug
applications, or INADs, filed with the FDA and intends to develop
species-specific formulations of Neonorm™ in six additional target
species, formulations of Equilevia™ in horses, and Canalevia™ for
cats and dogs.
For more information about Jaguar, please visit
www.jaguaranimalhealth.com.
Forward-Looking Statements
Certain statements in this press release constitute
“forward-looking statements.” These include statements regarding
the proposed merger between Jaguar and Napo, Jaguar’s intention to
develop species-specific formulations of Neonorm™ in additional
target species, and Jaguar’s plan to develop formulations of
Canalevia™ for cats, horses and dogs. In some cases, you can
identify forward-looking statements by terms such as “may,” “will,”
“should,” “expect,” “plan,” “aim,” “anticipate,” “could,” “intend,”
“target,” “project,” “contemplate,” “believe,” “estimate,”
“predict,” “potential” or “continue” or the negative of these terms
or other similar expressions. The forward-looking statements in
this release are only predictions. Jaguar has based these
forward-looking statements largely on its current expectations and
projections about future events. These forward-looking statements
speak only as of the date of this release and are subject to a
number of risks, uncertainties and assumptions, some of which
cannot be predicted or quantified and some of which are beyond
Jaguar’s control. Except as required by applicable law, Jaguar does
not plan to publicly update or revise any forward-looking
statements contained herein, whether as a result of any new
information, future events, changed circumstances or otherwise.
Jaguar-JAGX
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version on businesswire.com: http://www.businesswire.com/news/home/20170706006226/en/
KCSA Strategic CommunicationsGarth Russell,
212-896-1250grussell@kcsa.com
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