SEATTLE, Sept. 8 /PRNewswire-FirstCall/ -- Trubion
Pharmaceuticals, Inc. (Nasdaq: TRBN) today announced that the U.S.
Department of Justice and Federal Trade Commission granted early
termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 ("HSR Act"), as amended, with
respect to the planned acquisition of Trubion by Emergent
BioSolutions Inc. (NYSE: EBS) announced on Aug. 12, 2010. Accordingly, the requirement under
the merger agreement for the expiration or termination of any
waiting period under the HSR Act has been satisfied. The closing of
the transaction still remains subject to other conditions in the
definitive merger agreement, including approval by Trubion's
stockholders.
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About Trubion
Trubion is a biopharmaceutical company that is creating a
pipeline of novel protein therapeutic product candidates to treat
autoimmune and inflammatory diseases and cancer. The Company's
mission is to develop a variety of first-in-class and best-in-class
product candidates, customized for optimal safety, efficacy and
convenience that it believes may offer improved patient
experiences. Trubion's current product candidates are novel
single-chain protein, or SMIP, therapeutics, and are designed using
its custom drug assembly technology. Trubion's product pipeline
includes CD20-directed SMIP therapeutics such as SBI-087 for
autoimmune and inflammatory diseases, developed under the Company's
Pfizer collaboration. Trubion's product pipeline also includes
TRU-016, a novel CD37-targeted therapy for the treatment of B-cell
malignancies developed under the Company's Abbott collaboration. In
addition to Trubion's current clinical stage product pipeline, the
Company is also developing its multi-specific SCORPION technology,
both for targeting cell-surface molecules as well as simultaneously
neutralizing soluble ligands. More information is available in the
investors section of Trubion's website:
http://investors.trubion.com/index.cfm.
Additional Information About the Transaction and Where to
Find It
This press release shall not constitute an offer to purchase or
a solicitation of an offer to sell securities. In connection with
this transaction, Emergent intends to file with the Securities and
Exchange Commission (SEC) a registration statement on Form S-4 and
Trubion intends to file with the SEC and mail to its stockholders a
proxy statement/prospectus. Investors and stockholders are urged to
read the registration statement, the proxy statement/prospectus and
other relevant documents filed with the SEC when they become
available, as well as any amendments or supplements to the
documents, because they will contain important information about
Emergent, Trubion and the transaction.
The registration statement, the proxy statement/prospectus and
any other relevant materials (when they become available), and any
other documents filed by Emergent and/or Trubion with the SEC, may
be obtained free of charge at the SEC's website at
http://www.sec.gov. In addition, investors and stockholders may
obtain free copies of the documents filed with the SEC by directing
a written request to Emergent BioSolutions Inc., Attn: Investor
Relations, 2273 Research Blvd., Suite 400, Rockville, MD 20850, or Trubion
Pharmaceuticals, Inc., Attn: Investor Relations, 2401 4th Ave.,
Suite 1050, Seattle, WA 98121.
Investors and stockholders are urged to read the registration
statement, the proxy statement/prospectus and the other relevant
materials when they become available.
Participants in Solicitations
Emergent, Trubion and their respective directors, executive
officers and other members of their management and employees may be
deemed to be participants in the solicitation of proxies from
stockholders of Trubion in connection with the merger. Information
regarding Emergent's directors and officers is available in
Emergent's proxy statement on Schedule 14A for its 2010 annual
meeting of stockholders, which was filed with the SEC on
April 9, 2010. Information regarding
Trubion's directors and executive officers is available in
Trubion's proxy statement on Schedule 14A for its 2010 annual
meeting of stockholders, which was filed with the SEC on
April 21, 2010. Additional
information regarding the interests of such potential participants
will be included in the proxy statement and the other relevant
documents filed with the SEC when they become available.
Forward-Looking Statements
This release contains certain forward-looking statements that
involve known and unknown risks, delays, uncertainties and other
factors not under the control of Trubion. The company's actual
results, performance or achievements could be materially different
from those projected by these forward-looking statements. The
factors that could cause actual results, performance or
achievements to differ from the forward-looking statements include
the risk that the acquisition of Trubion by Emergent may not be
consummated for reasons including that the conditions precedent to
the completion of the acquisition may not be satisfied; the risk
that one or more of the milestones that would give rise to CVR
payments is not achieved; the possibility that the expected
benefits from the proposed merger will not be realized, or will not
be realized within the anticipated time period; the risk that
Emergent and Trubion's businesses will not be integrated
successfully; the possibility of disruption from the merger making
it more difficult to maintain business and operational
relationships; any actions taken by either of the companies,
including, but not limited to, restructuring or strategic
initiatives (including capital investments or asset acquisitions or
dispositions); and other risks that are discussed in Trubion's
filings with the SEC, such as its Form 10-K, 10-Q and 8-K reports.
Given these risks and uncertainties, you are cautioned not to place
undue reliance on the forward-looking statements.
TRBN-G
Contact:
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Jim DeNike
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Senior Director, Corporate and
Marketing Communications
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Trubion Pharmaceuticals,
Inc.
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(206) 838-0500
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jdenike@trubion.com
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http://www.trubion.com
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Amy Petty
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Account Manager
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Waggener Edstrom Worldwide
Healthcare
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(617) 234-4102
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amyp@waggeneredstrom.com
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SOURCE Trubion Pharmaceuticals, Inc.
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