OSI Pharmaceuticals Board of Directors to Review Astellas’ Unsolicited Tender Offer
March 02 2010 - 4:18PM
Business Wire
OSI Pharmaceuticals, Inc. (NASDAQ: OSIP) (“OSI”) today confirmed
that Astellas Pharma Inc. (“Astellas”) has commenced an unsolicited
tender offer to acquire all outstanding common shares of OSI for
$52.00 per share in cash.
Consistent with its fiduciary duties and as required by
applicable law, the OSI Board of Directors will review the offer to
determine the course of action that it believes is in the best
interests of the Company and its stockholders. OSI stockholders are
advised to take no action at this time pending the review of the
tender offer by the OSI Board of Directors.
The OSI Board of Directors, in consultation with its independent
financial and legal advisors, intends to advise stockholders of its
formal position regarding the offer in due course by making
available to stockholders and filing with the Securities and
Exchange Commission a solicitation/recommendation statement on
Schedule 14D-9.
About OSI
Pharmaceuticals
OSI Pharmaceuticals is committed to "shaping medicine and
changing lives" by discovering, developing and commercializing
high-quality, novel and differentiated targeted medicines designed
to extend life and improve the quality of life for patients with
cancer and diabetes/obesity. For additional information about OSI,
please visit http://www.osip.com.
Additional
Information
OSI Pharmaceuticals will file a solicitation/recommendation
statement with the U.S. Securities and Exchange Commission (“SEC”).
INVESTORS AND SECURITY HOLDERS OF OSI PHARMACEUTICALS ARE URGED TO
READ THESE AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN
THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. Investors and security holders will be able
to obtain free copies of these documents (when available) and other
documents filed with the SEC by OSI Pharmaceuticals through the web
site maintained by the SEC at http://www.sec.gov.
Forward-looking
statements
This news release contains forward-looking statements. These
statements are subject to known and unknown risks and uncertainties
that may cause actual future experience and results to differ
materially from the statements made. Various factors may cause
differences between current expectations and actual results,
including risks and uncertainties associated with Astellas’ tender
offer. Other Factors that might cause such a difference include,
among others, OSI’s and its collaborators’ abilities to effectively
market and sell Tarceva and to expand the approved indications for
Tarceva, OSI’s ability to protect its intellectual property rights,
safety concerns regarding Tarceva, competition to Tarceva and OSI’s
drug candidates from other biotechnology and pharmaceutical
companies, the completion of clinical trials, the effects of FDA
and other governmental regulation, including pricing controls,
OSI’s ability to successfully develop and commercialize drug
candidates, and other factors described in OSI’s filings with the
SEC.
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