NORTH CHICAGO, Ill. and
DUBLIN, March 17, 2020 /PRNewswire/ -- AbbVie (NYSE:
ABBV), a research-based global biopharmaceutical company, and
Allergan plc (NYSE: AGN), a leading global pharmaceutical company,
today announced that they have entered into a consent decree
agreement with staff of the U.S. Federal Trade Commission (FTC)
regarding AbbVie's pending acquisition of Allergan.
Under the terms of the consent decree, the companies have agreed
to divest brazikumab, an investigational IL-23 inhibitor in
development for autoimmune diseases, to AstraZeneca and Zenpep, a
treatment for exocrine pancreatic insufficiency due to cystic
fibrosis and other conditions, to Nestle. Nestle also will be
acquiring Viokace, another pancreatic enzyme preparation, as part
of the same transaction.
The consent decree, including the proposed purchasers, remains
subject to further review and approval by the Commissioners of the
FTC. The parties anticipate closing in May 2020.
About AbbVie
AbbVie is a global, research-driven biopharmaceutical company
committed to developing innovative advanced therapies for some of
the world's most complex and critical conditions. The company's
mission is to use its expertise, dedicated people and unique
approach to innovation to markedly improve treatments across four
primary therapeutic areas: immunology, oncology, virology and
neuroscience. In more than 75 countries, AbbVie employees are
working every day to advance health solutions for people around the
world. For more information about AbbVie, please visit us at
www.abbvie.com. Follow @abbvie on Twitter or view careers on our
Facebook or LinkedIn page.
About Allergan plc
Allergan plc (NYSE: AGN), headquartered in Dublin, Ireland, is a global pharmaceutical
leader focused on developing, manufacturing and commercializing
branded pharmaceutical, device, biologic, surgical and regenerative
medicine products for patients around the world. Allergan markets a
portfolio of leading brands and best-in-class products primarily
focused on four key therapeutic areas including medical aesthetics,
eye care, central nervous system and gastroenterology. As part of
its approach to delivering innovation for better patient care,
Allergan has built one of the broadest pharmaceutical and device
research and development pipelines in the industry.
With colleagues and commercial operations located in
approximately 100 countries, Allergan is committed to working with
physicians, healthcare providers, and patients to deliver
innovative and meaningful treatments that help people around the
world live longer, healthier lives every day.
For more information, visit Allergan's website at
www.Allergan.com.
About Zenpep
ZENPEP® (pancrelipase) is a prescription medication for people who
cannot digest food normally because their pancreas does not make
enough enzymes. ZENPEP may help your body use fats, proteins,
and sugars from food. ZENPEP contains a mixture of digestive
enzymes (lipases, proteases, and amylases) from pig pancreas. In
clinical studies, individuals with exocrine pancreatic
insufficiency associated with cystic fibrosis absorbed more fat
from foods than those treated with a placebo.
About Brazikumab
Brazikumab is a monoclonal antibody that binds to the IL23 receptor
and is in development for Crohn's Disease and Ulcerative Colitis
with a companion biomarker. Brazikumab selectively blocks the IL23
immune signal, preventing intestinal inflammation. The Phase
IIb/III INTREPID program is underway to assess brazikumab compared
to placebo or adalimumab in Crohn's Disease. The Phase II
EXPEDITION trial is underway to assess brazikumab compared to
placebo or vedolizumab in Ulcerative Colitis.
Forward-Looking Statements
This announcement contains certain forward-looking statements,
including with respect to the pending acquisition involving AbbVie
and Allergan and AbbVie's, Allergan's and/or the combined group's
estimated or anticipated future business, performance and results
of operations and financial condition, including estimates,
forecasts, targets and plans for AbbVie and, following the
acquisition, if completed, the combined group. The words "believe,"
"expect," "anticipate," "project" and similar expressions, among
others, generally identify forward-looking statements. These
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially from those
indicated in the forward-looking statements. Such risks and
uncertainties include, but are not limited to, the possibility that
the pending acquisition will not be pursued, failure to obtain
necessary regulatory approvals or required financing or to satisfy
any of the other conditions to the pending acquisition, adverse
effects on the market price of AbbVie's shares of common stock or
Allergan's ordinary shares and on AbbVie's or Allergan's operating
results because of a failure to complete the pending acquisition,
failure to realize the expected benefits of the pending
acquisition, failure to promptly and effectively integrate
Allergan's businesses, negative effects relating to the
announcement of the pending acquisition or any further
announcements relating to the pending acquisition or the
consummation of the pending acquisition on the market price of
AbbVie's shares of common stock or Allergan's ordinary shares,
significant transaction costs and/or unknown or inestimable
liabilities, potential litigation associated with the pending
acquisition, general economic and business conditions that affect
the combined companies following the consummation of the pending
acquisition, changes in global, political, economic, business,
competitive, market and regulatory forces, future exchange and
interest rates, changes in tax laws, regulations, rates and
policies, future business acquisitions or disposals and competitive
developments. These forward-looking statements are based on
numerous assumptions and assessments made in light of AbbVie's or,
as the case may be, Allergan's experience and perception of
historical trends, current conditions, business strategies,
operating environment, future developments and other factors it
believes appropriate. By their nature, forward-looking statements
involve known and unknown risks and uncertainties because they
relate to events and depend on circumstances that will occur in the
future. The factors described in the context of such
forward-looking statements in this announcement could cause
AbbVie's plans with respect to Allergan or AbbVie's or Allergan's
actual results, performance or achievements, industry results and
developments to differ materially from those expressed in or
implied by such forward-looking statements. Although it is believed
that the expectations reflected in such forward-looking statements
are reasonable, no assurance can be given that such expectations
will prove to have been correct and persons reading this
announcement are therefore cautioned not to place undue reliance on
these forward-looking statements which speak only as of the date of
this announcement. Additional information about economic,
competitive, governmental, technological and other factors that may
affect AbbVie or Allergan is set forth in AbbVie's and Allergan's
periodic public filings with the U.S. Securities and Exchange
Commission, including, but not limited to, AbbVie's and Allergan's
Annual Report on Form 10-K for the year ended December 31, 2019, and, from time to time,
AbbVie's and Allergan's other investor communications, in each
case, the contents of which are not incorporated by reference into,
nor do they form part of, this announcement.
Any forward-looking statements in this announcement are based
upon information available to AbbVie, Allergan and/or their
respective board of directors, as the case may be, as of the date
of this announcement and, while believed to be true when made, may
ultimately prove to be incorrect. Subject to any obligations under
applicable law, none of AbbVie, Allergan or any member of their
respective board of directors undertakes any obligation to update
any forward-looking statement whether as a result of new
information, future developments or otherwise, or to conform any
forward-looking statement to actual results, future events, or to
changes in expectations. All subsequent written and oral
forward-looking statements attributable to AbbVie, Allergan or
their respective board of directors or any person acting on behalf
of any of them are expressly qualified in their entirety by this
paragraph.
Statement Required by Irish Takeover Rules
The Directors of AbbVie Inc. accept responsibility for the
information contained in this announcement other than that relating
to Allergan plc and its subsidiaries and/or the directors of
Allergan and members of their immediate families, related trusts,
and persons connected with them. To the best of their knowledge and
belief (having taken all reasonable care to ensure such is the
case), the information contained in this announcement for which
they accept responsibility is in accordance with the facts
and does not omit anything likely to affect the import of such
information.
The Allergan directors accept responsibility for the
information contained in this and announcement relating to Allergan
and its subsidiaries and/or the directors of Allergan and members
of their immediate families, related trusts, and persons connected
with them. To the best of the knowledge and belief of the Allergan
directors (who have taken all reasonable care to ensure such is the
case), the information contained in this announcement for which
they accept responsibility is in accordance with the facts and does
not omit anything likely to affect the import of such
information.
Any holder of 1% or more of any class of relevant securities
of Allergan plc or AbbVie Inc. may have disclosure obligations
under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover
Rules 2013.
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SOURCE AbbVie