Spectrum Pharmaceuticals & Allos Therapeutics Announce Additional Extension of Tender Offer Period for Shares of Allos Therap...
August 17 2012 - 5:32PM
Business Wire
Spectrum Pharmaceuticals, Inc. (NasdaqGS: SPPI) (Spectrum) and
Allos Therapeutics, Inc. (NasdaqGS: ALTH) (Allos) today announced
that Spectrum has provided an additional extension of the offer
period in connection with its tender offer to purchase all of the
outstanding shares of common stock of Allos for $1.82 per share in
cash, without interest and less any applicable withholding taxes.
The extension was made in order for Spectrum and Allos to continue
cooperating with the Federal Trade Commission (FTC) in relation to
the previously announced Request for Additional Information and
Documentary Material that each party received on May 9, 2012 from
the FTC under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended, applicable to the acquisition of Allos by
Spectrum.
The offer, which was previously scheduled to expire at 5:00
p.m., Eastern time, on Monday, August 20, 2012, has been extended
until 5:00 p.m., Eastern time, on Tuesday, September 4, 2012,
unless extended for an additional period. All terms and conditions
of the tender offer shall remain unchanged during the extended
period.
The depositary for the tender offer has advised Spectrum that,
as of 5:00 p.m., Eastern time, on August 17, 2012, a total of
approximately 64,051,905 shares of Allos common stock, representing
approximately 59.9% of the outstanding shares of Allos common
stock, were validly tendered and not withdrawn.
About Spectrum Pharmaceuticals, Inc.
Spectrum Pharmaceuticals is a leading biotechnology company
focused on acquiring, developing, and commercializing drug
products, with a primary focus in oncology and hematology. Spectrum
currently markets two oncology drugs – FUSILEV®
(levoleucovorin) for Injection in the U.S. and ZEVALIN®
(ibritumomab tiuxetan) Injection for intravenous use, for which the
Company has worldwide marketing rights. Spectrum's strong track
record in in-licensing and acquiring differentiated drugs, and
expertise in clinical development have generated a robust,
diversified, and growing pipeline of product candidates in
advanced-stage Phase 2 and Phase 3 studies. More information on
Spectrum is available at www.sppirx.com.
About Allos Therapeutics, Inc.
Allos Therapeutics is a biopharmaceutical company committed to
the development and commercialization of innovative anti-cancer
therapeutics. Allos is currently focused on the development and
commercialization of FOLOTYN® (pralatrexate injection), a folate
analog metabolic inhibitor. FOLOTYN is approved in the U.S. for the
treatment of patients with relapsed or refractory peripheral T-cell
lymphoma (PTCL). This indication is based on overall response rate.
Clinical benefit such as improvement in progression free survival
or overall survival has not been demonstrated. Allos is also
developing FOLOTYN in other hematologic malignancies and solid
tumors. Allos is headquartered in Westminster, Colorado. For more
information, please visit Allos’ website at www.allos.com.
This press release may contain forward-looking statements
regarding future events of Spectrum Pharmaceuticals and Allos
Therapeutics that involve risks and uncertainties that could cause
actual results to differ materially. These statements are based on
management's current beliefs and expectations. Such forward-looking
statements include statements relating to the ability of Spectrum
Pharmaceuticals and Allos Therapeutics to complete the transactions
contemplated by the Agreement and Plan of Merger dated as of April
4, 2012 (the "Merger Agreement"), including Spectrum
Pharmaceuticals' and Allos Therapeutics' ability to satisfy the
conditions to the consummation of the tender offer and the other
conditions set forth in the Merger Agreement, the possibility of
any termination of the Merger Agreement, and, if the transaction is
completed, the success and strategic fit of the proposed
combination of Spectrum Pharmaceuticals and Allos Therapeutics. The
forward-looking statements contained in this document are subject
to risks and uncertainties which may cause actual results to differ
materially from the forward-looking statements. Actual results may
differ materially from current expectations because of risks
associated with uncertainties as to the timing of the tender offer
and the subsequent merger; uncertainties as to how many of Allos'
stockholders will tender their shares of common stock in the tender
offer; the risk that competing offers or acquisition proposals will
be made; the possibility that various conditions to the
consummation of the offer or the merger may not be satisfied or
waived, including that a governmental entity may prohibit, delay or
refuse to grant approval for the consummation of the offer or the
merger; and the risk that stockholder litigation in connection with
the tender offer or the merger may result in significant costs of
defense, indemnification and liability. Spectrum Pharmaceuticals
and Allos Therapeutics do not plan to update any such
forward-looking statements and expressly disclaim any duty to
update the information contained in this press release except as
required by law.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell securities. The tender offer is
being made pursuant to a tender offer statement (including an offer
to purchase, letter of transmittal, and related tender offer
documents), which has been filed by Spectrum Pharmaceuticals and
Sapphire Acquisition Sub, Inc. with the U.S. Securities and
Exchange Commission (the "SEC") on April 13, 2012, and has been
subsequently amended. In addition, on April 13, 2012, Allos filed a
solicitation/recommendation statement on Schedule 14D-9 with the
SEC related to the tender offer, which has been subsequently
amended. Stockholders of Allos are strongly advised to read the
tender offer statement and the related solicitation/recommendation
statement because they contain important information that
stockholders should consider before making any decision regarding
tendering their shares. The tender offer statement and certain
other offer documents, as well as the solicitation/recommendation
statement, will be made available to all Allos stockholders at no
expense to them. These documents will be available at no charge on
the SEC's website at www.sec.gov. In addition, a copy of the tender
offer statement will be made available free of charge to all
stockholders of Allos who direct a request to MacKenzie Partners,
Inc., the Information Agent for the offer, toll-free at (800)
322-2885.
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