Regenerons and Decibels ability to continue to conduct research and clinical programs; Regenerons and Decibels ability to manage their respective supply chains;
Regenerons ability to manage net product sales of products marketed or otherwise commercialized by Regeneron and/or its collaborators or licensees (collectively, Regenerons Products); the nature, timing, and possible success
and therapeutic applications of Regenerons Products, product candidates being developed by Regeneron and/or its collaborators or licensees (including without limitation Regenerons and Decibels investigational gene therapy DB-OTO for the treatment of congenital hearing loss and the other gene therapy programs being developed as part of the companies collaboration (collectively, Regenerons Product Candidates)),
and development programs and product candidates being developed by Decibel independently (collectively, Decibels Product Candidates); the extent to which the results from the research and development programs conducted by
Regeneron, Decibel, and/or their respective collaborators or licensees may be replicated in other studies and/or lead to advancement of product candidates to clinical trials, therapeutic applications, or regulatory approval; uncertainty of the
utilization, market acceptance, and commercial success of Regenerons Products, Regenerons Product Candidates, and Decibels Product Candidates and the impact of studies (whether conducted by Regeneron, Decibel or others and whether
mandated or voluntary) on any of the foregoing or any potential regulatory approval of Regenerons Products, Regenerons Product Candidates, and Decibels Product Candidates; uncertainty regarding each of the contingent value rights
milestones referenced in this filing and the possibility that any or all of such milestones will never be achieved and that some or all milestone payments may not be made; the likelihood, timing, and scope of possible regulatory approval and
commercial launch of Regenerons Product Candidates and Decibels Product Candidates and new indications for Regenerons Products; the ability of Regenerons and Decibels collaborators, licensees, suppliers, or other third
parties (as applicable) to perform manufacturing, filling, finishing, packaging, labeling, distribution, and other steps related to Regenerons Products, Regenerons Product Candidates, and Decibels Product Candidates; the ability of
Regeneron and/or its collaborators to manufacture and manage supply chains for multiple products and product candidates; safety issues resulting from the administration of Regenerons Products, Regenerons Product Candidates, and
Decibels Product Candidates in patients, including serious complications or side effects in connection with the use of Regenerons Products, Regenerons Product Candidates, and Decibels Product Candidates in clinical trials;
determinations by regulatory and administrative governmental authorities which may delay or restrict Regenerons ability to continue to develop or commercialize Regenerons Products or Regenerons Product Candidates, or Decibels
ability to continue to develop Decibels Product Candidates; competing drugs and product candidates that may be superior to, or more cost effective than, Regenerons Products, Regenerons Product Candidates, or Decibels Product
Candidates; and the impact of public health outbreaks, epidemics, or pandemics (such as the COVID-19 pandemic) on Regenerons or Decibels respective businesses.
A more complete description of these and other material risks can be found in Regenerons and Decibels filings with the SEC, including their
Quarterly Reports on Form 10-Q for the quarterly period ended June 30, 2023 and March 31, 2023 for Regeneron and Decibel respectively, and their Annual Reports on Form
10-K for the fiscal year ended December 31, 2022 as well as the Schedule TO and related tender offer documents to be filed by Regeneron and its acquisition subsidiary, Symphony Acquisition Sub, Inc., the
Schedule 14D-9 to be filed by Decibel, and, if applicable, the proxy statement referenced below. Any forward-looking statements are made based on the current beliefs and judgments of Regenerons and
Decibels management, and the reader is cautioned not to rely on any forward-looking statements made by Regeneron or Decibel. Except as required by law, Regeneron and Decibel do not undertake any obligation to update (publicly or otherwise) any
forward-looking statement, including without limitation any financial projection or guidance, whether as a result of new information, future events, or otherwise.
Additional Information and Where to Find It
The tender
offer referenced in this filing has not yet commenced. This filing is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell any securities, nor is it a substitute for the tender offer materials
that Decibel, Regeneron or its acquisition subsidiary, Symphony Acquisition Sub, Inc., will file with the SEC. The solicitation and offer to buy Decibel stock will only be made pursuant to an Offer to Purchase and related tender offer materials that
Regeneron intends to file with the SEC. At the time the tender offer is commenced, Regeneron and its acquisition subsidiary will file a Tender Offer Statement on Schedule TO