CV Therapeutics Statement on Unsolicited Proposal From Astellas
January 28 2009 - 12:09AM
PR Newswire (US)
PALO ALTO, Calif., Jan. 28 /PRNewswire-FirstCall/ -- In light of an
announcement made recently by Astellas Pharma Inc., CV
Therapeutics, Inc. (NASDAQ:CVTX) confirmed that it had received a
letter dated November 13, 2008 from Astellas setting forth an
unsolicited proposal by Astellas to acquire CV Therapeutics at a
price of $16.00 per share, subject to due diligence, Astellas board
approval and other conditions. After careful deliberation, with the
assistance of its financial and legal advisors, the CV Therapeutics
board of directors had, on November 21, 2008, concluded that the
Astellas proposal was not in the best interests of CV Therapeutics
and its stockholders. Dr. Louis Lange, chairman and chief executive
officer of CV Therapeutics, sent a letter dated November 21, 2008
to that effect to Astellas on behalf of the board of directors of
CV Therapeutics. Because Astellas, by its recent announcement, has
sought to revive its previously rejected proposal, the CV
Therapeutics board of directors will again review developments in
the context of the company's strategic plans and the long-term
interests of its stockholders, to pursue the best course of action
to maximize long-term value for stockholders. As part of its
ongoing review of the current market environment and the recent
developments relating to CV Therapeutics, the board of CV
Therapeutics concluded that it was in the best interests of CV
Therapeutics and its stockholders to extend the expiration date of
its shareholder rights plan from February 1, 2009 to February 1,
2010. CV Therapeutics will keep its stockholders advised. Barclays
Capital is serving as financial advisor, and Latham & Watkins
LLP is serving as legal counsel, to CV Therapeutics. About CV
Therapeutics CV Therapeutics, Inc., headquartered in Palo Alto,
California, is a biopharmaceutical company primarily focused on
applying molecular cardiology to the discovery, development and
commercialization of novel, small molecule drugs for the treatment
of cardiovascular diseases. CV Therapeutics Ltd. is the company's
European subsidiary based in the United Kingdom. CV Therapeutics'
approved products in the United States include Ranexa(R)
(ranolazine extended-release tablets), indicated for the treatment
of chronic angina, and Lexiscan(R) (regadenoson) injection for use
as a pharmacologic stress agent in radionuclide myocardial
perfusion imaging in patients unable to undergo adequate exercise
stress. Ranexa(R) (ranolazine prolonged-release tablets) is
approved for use in the European Union as add-on therapy for the
symptomatic treatment of patients with stable angina pectoris who
are inadequately controlled or intolerant to first-line anti
anginal therapies. CV Therapeutics also has other clinical and
preclinical drug development candidates and programs. Except for
the historical information contained herein, the matters set forth
in this press release, including statements as to research and
development and commercialization of products, are forward-looking
statements within the meaning of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially, including
operating losses and fluctuations in operating results; capital
requirements; regulatory review and approval of our products; the
conduct and timing of clinical trials; commercialization of
products; market acceptance of products; product labeling;
concentrated customer base; reliance on strategic partnerships and
collaborations; uncertainties in drug development; uncertainties
regarding intellectual property and other risks detailed from time
to time in CV Therapeutics' SEC reports, including its Quarterly
Report on Form 10-Q for the quarter ended September 30, 2008. CV
Therapeutics disclaims any intent or obligation to update these
forward-looking statements. DATASOURCE: CV Therapeutics, Inc.
CONTACT: John Bluth, Executive Director, Corporate Communications
& Investor Relations, CV Therapeutics, Inc., +1-650-384-8850
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