Nation's Leading Independent Proxy Advisory Firm Recommends That InKine Shareholders Vote in Favor of Merger with Salix Pharmace
September 20 2005 - 12:31PM
Business Wire
InKine Pharmaceutical Company, Inc. (Nasdaq: INKP) today announced
that Institutional Shareholder Services (ISS), the nation's leading
independent proxy advisory firm, has recommended that InKine
shareholders vote FOR the proposed merger with Salix
Pharmaceuticals. ISS's recommendations are relied upon by hundreds
of major institutional investment firms, mutual funds, and other
fiduciaries throughout the country. ISS vote recommendation is as
follows: "The board states as reasons for the merger, among others:
(1) the board's belief that the combination of the businesses of
InKine and Salix would result in an organization with greater
financial, technical and other resources than InKine could provide
as a stand-alone entity, and might allow for a significant
acceleration in the commercial success of InKine's commercial and
pipeline products, (2) the current and historical market prices of
InKine's common stock relative to the $3.55 per share merger
consideration, and the fact that $3.55 per share represented a 63.6
percent premium over the closing price of InKine's common stock on
June 23, 2005 and a 62.1 percent premium over the average closing
price of InKine's common stock for the 20 trading day period up to
and including June 23, 2005, and (3) a comparison of recent merger
and acquisition transactions in the biotechnology industry as well
as the trading performance for comparable companies in the
specialty pharmaceutical industry." ISS further stated that "based
on our review of the terms of the transaction and the factors
described above, specifically the market premium, we believe that
the merger agreement warrants shareholder support." "We are pleased
that ISS, a highly respected independent advisory firm, supports
our proposed merger with Salix. The ISS recommendation reaffirms
our belief that the expanded gastroenterology-focused marketing and
sales effort of the combined company will substantially increase
the adoption and utilization of InKine's products which will
benefit our shareholders now and in the future," said Leonard S.
Jacob, M.D., Ph.D., Chairman and Chief Executive Officer of InKine.
"We urge our shareholders to complete, sign, and return their proxy
cards voting FOR the merger proposal," added Dr. Jacob.
Shareholders who need assistance in voting their shares should call
Georgeson Shareholder Communications, Inc. at (866) 391-6921. About
InKine Pharmaceutical InKine Pharmaceutical Company, Inc. is a
publicly traded specialty pharmaceutical company focused on
developing and commercializing pharmaceutical products for the
diagnosis and treatment of gastrointestinal disorders. The InKine's
development strategy has been to acquire late-stage drug candidates
with short time lines to commercialization. InKine's franchise
product, Visicol(R) is the only tablet purgative preparation
indicated for bowel cleansing prior to colonoscopy. InKine's second
product, IB-Stat(R), is an oral hyoscyamine spray for the treatment
of a variety of indications. Additionally, InKine is developing
INKP-102, an advanced generation purgative, for which we recently
submitted a new drug application to FDA for bowel cleansing prior
to colonoscopy and developing Visicol(R) for use as a laxative in
treating patients with chronic constipation. For further
information, please visit InKine on its web site
http://www.inkine.com. This press release contains forward-looking
statements, including statements regarding our expectations
regarding the results of the combined company's sales and marketing
efforts and the future benefit to InKine shareholders. Such
forward-looking statements are based on InKine's current
expectations or forecasts of future events. InKine's performance
could differ materially from those reflected in these
forward-looking statements due to general financial, economic,
regulatory and political conditions affecting the biotechnology and
pharmaceutical industries, the timing of FDA review of INKP-102,
InKine's ability to commercialize INKP-102 and grow product revenue
and the effects of the other risks and uncertainties set forth in
InKine's reports on Form 10-Q and 10-K filed with the U.S.
Securities and Exchange Commission. Given these risks and
uncertainties, any or all of these forward-looking statements may
prove to be incorrect. Therefore, you should not rely on any such
factors or forward-looking statements. Furthermore, InKine may
elect to update forward-looking statements, but InKine disclaims
any obligation to do so. Additional Information In connection with
the merger between Salix and InKine, Salix has filed with the SEC a
registration statement on Form S-4, containing a joint proxy
statement/prospectus and other relevant materials. INVESTORS AND
SECURITY HOLDERS OF SALIX AND INKINE ARE URGED TO READ THE JOINT
PROXY STATEMENT/PROSPECTUS AND THE OTHER RELEVANT MATERIALS BECAUSE
THEY CONTAIN IMPORTANT INFORMATION ABOUT SALIX, INKINE AND THE
MERGER. The joint proxy statement/prospectus and other relevant
materials, and any other documents filed by Salix or InKine with
the SEC, may be obtained free of charge at the SEC's web site at
www.sec.gov. In addition, investors and security holders may obtain
free copies of the documents filed with the SEC by Salix by
directing a request to: Salix Pharmaceuticals, Ltd., 1700 Perimeter
Park Drive, Morrisville, North Carolina 27560, Attn: Investor
Relations. Investors and security holders may obtain free copies of
the documents filed with the SEC by InKine by contacting InKine
Pharmaceutical Company, Inc., 1787 Sentry Parkway West, Building
18, Suite 440, Blue Bell, Pennsylvania 19422, Attn: Investor
Relations Salix, InKine and their respective executive officers and
directors may be deemed to be participants in the solicitation of
proxies from the stockholders of Salix and shareholders of InKine
in favor of the merger. Information about the executive officers
and directors of Salix and their ownership of Salix common stock is
set forth in the proxy statement for Salix's 2005 Annual Meeting of
Stockholders, which was filed with the SEC on April 29, 2005.
Information about the executive officers and directors of InKine
and their ownership of InKine common stock is set forth in the
proxy statement for InKine's 2005 Annual Meeting of Shareholders,
which was filed with the SEC on May 2, 2005. Investors and holders
of Salix and InKine common stock may obtain more detailed
information regarding the direct and indirect interests of Salix,
InKine and their respective executive officers and directors in the
merger by reading the joint proxy statement/prospectus regarding
the merger.
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