Emergent BioSolutions Inc. (NYSE: EBS) announced today that the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976,
in connection with Emergent’s proposed acquisition of Cangene
Corporation (TSX: CNJ), has expired. The expiration of the waiting
period for antitrust review of the proposed acquisition satisfies one of
the conditions to the closing of the acquisition.
As announced on December 11, 2013, Emergent and Cangene have entered
into a definitive agreement under which Emergent will acquire all of the
outstanding common shares of Cangene in an all-cash transaction valued
at $3.24 per share on a fully diluted basis for an aggregate purchase
price of $222 million.
Completion of the acquisition is subject to approval by 66 2/3% of the
votes cast by Cangene shareholders at a special shareholder meeting
scheduled for February 12, 2014, approval by the Ontario Superior Court
of Justice at a hearing scheduled for February 18, 2014, and other
customary closing conditions. The transaction is expected to close
before the end of the first quarter of 2014.
About Emergent BioSolutions Inc.
Emergent BioSolutions is a specialty pharmaceutical company seeking to
protect and enhance life by offering specialized products to healthcare
providers and governments to address medical needs and emerging health
threats. Additional information about the company may be found at www.emergentbiosolutions.com.
Follow us on twitter: @emergentbiosolu
Emergent BioSolutions Safe Harbor Statement
This press release includes forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Any
statements, other than statements of historical fact, including
statements regarding the expected closing of the transaction and any
other statements containing the words “believes”, “expects”,
“anticipates”, “intends”, “plans”, “forecasts”, “estimates” and similar
expressions, are forward-looking statements. These forward-looking
statements are based on our current intentions, beliefs and expectations
regarding future events. We cannot guarantee that any forward-looking
statement will be accurate. Investors should realize that if underlying
assumptions prove inaccurate or unknown risks or uncertainties
materialize, actual results could differ materially from our
expectations. Investors are, therefore, cautioned not to place undue
reliance on any forward-looking statement. Any forward-looking statement
speaks only as of the date of this press release, and, except as
required by law, we do not undertake to update any forward-looking
statement to reflect new information, events or circumstances.
There are a number of important factors that could cause the company’s
actual results to differ materially from those indicated by such
forward-looking statements, including uncertainties as to the
satisfaction of closing conditions with respect to the transaction,
including the timing and receipt of Cangene shareholder and Canadian
court approvals, and our ability to successfully integrate the business
and realize the potential benefits of the transaction. The foregoing
sets forth many, but not all, of the factors that could cause actual
results to differ from our expectations in any forward-looking
statement. Investors should consider this cautionary statement, as well
as the risk factors identified in our periodic reports filed with the
SEC, when evaluating our forward-looking statements.
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