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Pfizer Enters Into Agreement To Acquire Nimenrix And Mencevax From GlaxoSmithKline

PFE | June 22, 2015

Pfizer Inc. (NYSE: PFE) today announced that it has entered into an agreement with GlaxoSmithKline (GSK) to acquire its quadrivalent meningitis ACWY vaccines, Nimenrix and Mencevax, for a total consideration of approximately $130 million (€115 million). This transaction will add two high-quality and complementary vaccines to Pfizer’s portfolio, allowing the company to reach a broader global population.

Nimenrix (meningococcal serogroups A, C, W-135 and Y conjugate vaccine) is a single dose meningococcal ACWY-TT (tetanus toxoid) conjugated vaccine designed to protect against Neisseria meningitidis, an uncommon but highly contagious disease that can lead to disability and death. Launched three years ago, it is indicated for all age groups above one year of age. Nimenrix is currently registered and approved for sale in 61 countries across the European Economic Area (EEA 30), Canada, Australia and Emerging Markets, with registrations under review in another 18 countries across Africa, Asia, Eastern Europe and the Middle East.

Mencevax (meningococcal polysaccharide serogroups A, C, Y and W-135 vaccine) is a single-dose meningococcal ACWY unconjugated polysaccharide vaccine used to control outbreaks of meningococcal infection and for travelers to countries where the disease is endemic or highly epidemic. Mencevax is indicated for use across all age groups from two years of age, and is currently registered and approved in 79 countries across Africa, Asia, Australia, Europe, Latin America, Middle East and New Zealand.

Pfizer is committed to identifying opportunities that make a difference in public health and benefit more patients across the globe. With the approval in 2014 of Trumenba^® (Meningococcal Group B Vaccine) in the U.S. for protection against serogroup B meningococcal disease in individuals 10 through 25 years of age, the acquisition of NeisVac-C for protection against serogroup C meningococcal disease from Baxter last year, and the addition of these two quadrivalent meningitis vaccines, the company is creating a broad portfolio that is focused on helping prevent meningococcal disease as well as used for outbreak control.

“The addition of Nimenrix and Mencevax is an important milestone for Pfizer Vaccines. Adding these two innovative and complementary vaccines to our current portfolio will allow us to more completely respond to meningococcal disease outbreaks as well as proactively address a critical public health need – the prevention of meningococcal disease across all ages,” said Susan Silbermann, President, Pfizer Vaccines. “Acquiring these quadrivalent vaccines will broaden our ability to address the burden of meningococcal meningitis – an uncommon but serious and sometimes fatal disease. This helps us to further fulfill our vision to protect lives with innovative vaccines to fight serious diseases worldwide and gives us even greater capability to meet the needs of the global community we serve.”

Pfizer’s focus for the past several years has been on strengthening its innovative core so that it can bring to patients new therapies that significantly improve their lives. Pfizer Vaccines’ strategy includes growing its core business, advancing its pipeline and enhancing its portfolio through targeted external opportunities that complement our existing products and future pipeline.

Pfizer does not expect this transaction to have any significant impact on its 2015 financial performance. The transaction is subject to customary closing conditions as well as regulatory approvals in several markets, and is expected to occur in the second half of 2015.

Pfizer’s legal advisors for the transaction were Ropes & Gray and Clifford Chance.

About Nimenrix and Mencevax

Nimenrix is indicated for active immunization of individuals from the age of 12 months and above against invasive meningococcal diseases caused by Neisseria meningitidis group A, C, W-135 and Y.

Mencevax is indicated for active immunization of children older than two years, adolescents and adults against invasive meningococcal disease caused by meningococci of groups A, C, W135 and Y.

U.S. Indication for Trumenba^®(Meningococcal Group B Vaccine)

Trumenba is indicated for active immunization to prevent invasive disease caused by Neisseria meningitidis serogroup B in individuals 10 through 25 years of age.

Approval of Trumenba is based on the demonstration of immune response, as measured by serum bactericidal activity against four serogroup B strains representative of prevalent strains in the United States. The effectiveness of Trumenba against diverse serogroup B strains has not been confirmed.

Important Safety Information

Trumenba should not be given to anyone with a history of a severe allergic reaction after a previous dose of Trumenba.

Individuals with weakened immune systems may have a reduced immune response.

The most common adverse reactions were pain at the injection site, fatigue, headache, muscle pain, and chills.

Data are not available on the safety and effectiveness of using Trumenba and other meningococcal group B vaccines interchangeably to complete the vaccination series.

Tell your healthcare provider if you are pregnant, or plan to become pregnant.

Ask your healthcare provider about the risks and benefits of Trumenba. Only a healthcare provider can decide if Trumenba is right for you or your child.

You are encouraged to report negative side effects of vaccines to the U.S. Food and Drug Administration (FDA) and the Centers for Disease Control and Prevention (CDC). Visit www.vaers.hhs.gov or call 1-800-822-7967.

For the full prescribing information for Trumenba, please visit www.trumenba.com.

About NeisVac-C

NeisVac-C is indicated for active immunization in children from 2 months of age, adolescents and adults, for the prevention of invasive disease caused by Neisseria meningitidis serogroup C.

About Pfizer Inc.

At Pfizer, we apply science and our global resources to bring therapies to people that extend and significantly improve their lives. We strive to set the standard for quality, safety and value in the discovery, development and manufacture of health care products. Our global portfolio includes medicines and vaccines as well as many of the world's best-known consumer health care products. Every day, Pfizer colleagues work across developed and emerging markets to advance wellness, prevention, treatments and cures that challenge the most feared diseases of our time. Consistent with our responsibility as one of the world's premier innovative biopharmaceutical companies, we collaborate with health care providers, governments and local communities to support and expand access to reliable, affordable health care around the world. For more than 150 years, Pfizer has worked to make a difference for all who rely on us. To learn more, please visit us at www.pfizer.com.

DISCLOSURE NOTICE

The information contained in this release is as of June 22, 2015. Pfizer assumes no obligation to update forward-looking statements contained in this release as the result of new information or future events or developments.

This release contains forward-looking information about an agreement by Pfizer to acquire GSK’s quadrivalent meningitis ACWY vaccines, Nimenrix and Mencevax, and the potential benefits thereof, as well as about the anticipated timing of the closing of the transaction and its expected impact on Pfizer’s 2015 financial performance, that involves substantial risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Risks and uncertainties include, among other things, risks relating to the satisfaction of conditions to closing the transaction in the anticipated timeframe or at all; the ability to realize the anticipated benefits of the acquisition; other business effects, including the effects of industry, market, economic, political or regulatory conditions; future exchange or interest rates; the uncertainties inherent in research and development; whether and when regulatory authorities in jurisdictions in which applications are pending will approve such applications, which will depend on the assessment by such regulatory authorities of the benefit-risk profile suggested by the totality of the efficacy and safety information submitted; decisions by regulatory authorities regarding labeling and other matters that could affect the availability or commercial potential of the vaccines; and competitive developments.

A further description of risks and uncertainties can be found in Pfizer’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014, including in the sections thereof captioned “Risk Factors” and “Forward-Looking Information and Factors That May Affect Future Results”, as well as in its subsequent reports on Form 10-Q and Form 8-K, all of which are filed with the SEC and available at www.sec.gov and www.pfizer.com.