Merck Completes Tender Offer to Acquire Immune Design
April 02 2019 - 6:45AM
Business Wire
Merck (NYSE: MRK), known as MSD outside the United States and
Canada, announced the successful completion of the cash tender
offer, through a subsidiary, for all of the outstanding shares of
common stock of Immune Design (NASDAQ: IMDZ) at a purchase price of
$5.85 per share. As of the tender offer expiration, 41,970,607
shares of common stock of Immune Design were validly tendered and
not withdrawn from the tender offer, representing approximately
86.75 percent of the outstanding common stock of Immune Design on a
fully diluted basis. All of such shares have been accepted for
payment in accordance with the terms of the tender offer, and Merck
expects to promptly pay for such shares.
Merck expects to complete the acquisition of Immune Design today
through a merger of Merck’s wholly-owned subsidiary with and into
Immune Design in which all shares not tendered into the offer will
be canceled and converted into the right to receive cash equal to
the $5.85 offer price per share without interest, less any
applicable withholding taxes. Upon completion of the merger, Immune
Design will become a wholly-owned subsidiary of Merck and the
common stock of Immune Design will cease to be traded on the NASDAQ
Stock Market.
About Merck
For more than a century, Merck, a leading global
biopharmaceutical company known as MSD outside of the United States
and Canada, has been inventing for life, bringing forward medicines
and vaccines for many of the world’s most challenging diseases.
Through our prescription medicines, vaccines, biologic therapies
and animal health products, we work with customers and operate in
more than 140 countries to deliver innovative health solutions. We
also demonstrate our commitment to increasing access to health care
through far-reaching policies, programs and partnerships. Today,
Merck continues to be at the forefront of research to advance the
prevention and treatment of diseases that threaten people and
communities around the world - including cancer, cardio-metabolic
diseases, emerging animal diseases, Alzheimer’s disease and
infectious diseases including HIV and Ebola. For more information,
visit www.merck.com and connect with us on Twitter,
Facebook, Instagram, YouTube and LinkedIn.
Forward-Looking Statement of Merck & Co., Inc.,
Kenilworth, N.J., USA
This news release of Merck & Co., Inc., Kenilworth, N.J.,
USA (the “company”) includes “forward-looking statements” that are
based upon the current beliefs and expectations of the company’s
management and are subject to significant risks and uncertainties.
If underlying assumptions prove inaccurate or risks or
uncertainties materialize, actual results may differ materially
from those set forth in the forward-looking statements.
Risks and uncertainties include but are not limited to, general
industry conditions and competition; general economic factors,
including interest rate and currency exchange rate fluctuations;
the impact of pharmaceutical industry regulation and health care
legislation in the United States and internationally; global trends
toward health care cost containment; technological advances, new
products and patents attained by competitors; challenges inherent
in new product development, including obtaining regulatory
approval; the company’s ability to accurately predict future market
conditions; manufacturing difficulties or delays; financial
instability of international economies and sovereign risk;
dependence on the effectiveness of the company’s patents and other
protections for innovative products; and the exposure to
litigation, including patent litigation, and/or regulatory
actions.
The company undertakes no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future events or otherwise. Additional factors that could cause
results to differ materially from those described in the
forward-looking statements can be found in the company’s 2018
Annual Report on Form 10-K and the company’s other filings with the
Securities and Exchange Commission (SEC) available at the SEC’s
Internet site (www.sec.gov).
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version on businesswire.com: https://www.businesswire.com/news/home/20190402005521/en/
Media Contact:Pamela Eisele(267) 305-3558
Investor Contacts:Peter Dannenbaum(908) 740-1037
Courtney Ronaldo(908) 740-6132
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