Seattle Genetics Announces Expiration of Hart-Scott-Rodino Waiting Period
16 Fevereiro 2018 - 11:00AM
Business Wire
Seattle Genetics, Inc. (NASDAQ:SGEN) today announced that the
required waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976 (the “HSR Act”) with respect to Seattle
Genetics’ proposed acquisition of Cascadian Therapeutics, Inc.
(NASDAQ:CASC) expired at 11:59 p.m. on February 15, 2018. The
expiration of the HSR Act waiting period satisfies one of the
conditions to consummate the tender offer and the acquisition.
Other offer conditions remain to be satisfied, including among
others, a minimum tender of at least a majority of outstanding
Cascadian Therapeutics shares on a fully diluted basis. Unless the
tender offer is extended or earlier terminated in accordance with
the rules and regulations of the SEC and the merger agreement
governing the tender offer and the related transactions, the offer
and withdrawal rights will expire at 12:00 midnight, New York City
time, on March 9, 2018 (one minute after 11:59 p.m., New York City
time, on March 8, 2018).
About Seattle Genetics
Seattle Genetics is an innovative biotechnology company
dedicated to improving the lives of people with cancer through
novel antibody-based therapies. The company’s industry-leading
antibody-drug conjugate (ADC) technology harnesses the targeting
ability of antibodies to deliver cell-killing agents directly to
cancer cells. Seattle Genetics commercializes ADCETRIS®
(brentuximab vedotin) for the treatment of several types of
CD30-expressing lymphomas. The company is also advancing a robust
pipeline of novel therapies for solid tumors and blood-related
cancers designed to address significant unmet medical needs and
improve treatment outcomes for patients. More information can be
found at www.seattlegenetics.com and follow @SeattleGenetics on
Twitter.
Additional Information and Where to Find It
This communication is neither an offer to purchase nor a
solicitation of an offer to sell any shares of the common stock of
Cascadian Therapeutics or any other securities. Valley Acquisition
Sub, Inc. and Seattle Genetics have filed a tender offer statement
on Schedule TO with the SEC and the offer to purchase shares of
Cascadian Therapeutics common stock will only be made pursuant to
the offer to purchase, the letter of transmittal and related
documents filed with such Schedule TO and Cascadian Therapeutics
has filed a Solicitation/Recommendation Statement on Schedule 14D-9
relating to the tender offer with the SEC. INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ BOTH THE TENDER OFFER STATEMENT,
AS FILED AND AS IT MAY BE AMENDED FROM TIME TO TIME, AND THE
SOLICITATION/RECOMMENDATION STATEMENT, AS FILED AND AS MAY BE
AMENDED FROM TIME TO TIME, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION REGARDING THE OFFER. Investors and security holders
may obtain a free copy of these statements and other documents
filed with the SEC at the website maintained by the SEC at
www.sec.gov or by directing such requests to Innisfree M&A
Incorporated toll-free at (888) 750-5834.
Cautionary Statement Regarding Forward-Looking
Statements
This communication may contain, in addition to historical
information, certain forward-looking statements regarding future
events, conditions or circumstances of Seattle Genetics and its
affiliates, including Valley Acquisition Sub, Inc. (collectively,
the “Company”) or Cascadian Therapeutics following completion of
the tender offer, the merger and other related transactions (the
“Transactions”) and other statements herein that are not historical
fact. Often, but not always, forward-looking statements can be
identified by the use of words such as “plans,” “expects,”
“expected,” “scheduled,” “estimates,” “intends,” “anticipates” or
“believes,” or variations of such words and phrases or state that
certain actions, events, conditions, circumstances or results
“may,” “could,” “would,” “might” or “will” be taken, occur or be
achieved. Such forward-looking statements are not guarantees or
predictions of future performance, and are subject to known and
unknown risks, uncertainties and other factors, many of which are
beyond our control, that could cause actual results, performance or
achievements of the Company or Cascadian Therapeutics following
completion of the Transactions to differ materially from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Such risks and uncertainties include:
(i) the risk that not all conditions of the tender offer or the
merger will be satisfied or waived, (ii) uncertainties associated
with any aspect of the Transactions, including uncertainties
relating to the anticipated timing of filings and approvals
relating to the Transactions, the outcome of legal proceedings that
may be instituted against Cascadian Therapeutics and/or others
relating to the Transactions, the expected timing of completion of
the Transactions, the satisfaction of the conditions to the
consummation of the Transactions and the ability to complete the
Transactions, (iii) the level of product sales in the United
States, Canada, the European Union, Japan and other countries in
which the Company has received approval by relevant regulatory
authorities, (iv) the results of discovery efforts and preclinical,
clinical and commercial activities by the Company or Cascadian
Therapeutics, or those of their respective competitors, (v)
announcements of the FDA or foreign regulatory approval or
non-approval of product candidates, or specific label indications
for or restrictions, warnings or limitations in its use, or delays
in the regulatory review or approval process, in connection with
product candidates, (vi) announcements regarding the results of the
clinical trials that each of the Company and Cascadian Therapeutics
are conducting or may in the future conduct,
(vii) announcements regarding, or negative publicity
concerning, adverse events associated with the use of the Company’s
or Cascadian Therapeutics’ respective products or product
candidates, (viii) termination of or changes in the Company’s or
Cascadian Therapeutics’ existing collaborations or licensing
arrangements, (ix) entry into additional material strategic
transactions including licensing or acquisition of products,
businesses or technologies, (x) actions taken by regulatory
authorities with respect to product candidates, clinical trials or
regulatory filings of the Company or Cascadian Therapeutics, (xi)
raising of additional capital and the terms upon which the Company
may raise any additional capital, (xii) market conditions for
equity investments in general, or the biotechnology or
pharmaceutical industries in particular, (xiii) developments or
disputes concerning the Company’s or Cascadian Therapeutics’
proprietary rights, (xiv) developments regarding the pending and
potential additional related purported securities class action
lawsuits, as well as any other potential litigation, (xv) share
price and volume fluctuations attributable to inconsistent trading
volume levels of the Company’s shares, (xvi) changes in government
regulations, (xvii) economic or other external factors and (xviii)
other factors discussed under the caption “Risk Factors” in each
company’s annual, quarterly and other reports filed with the SEC,
including the tender offer documents filed by the Company and the
solicitation/recommendation filed by Cascadian Therapeutics. Many
of these risks and uncertainties relate to factors that are beyond
the Company’s ability to control or estimate precisely, and any or
all of these forward-looking statements may turn out to be wrong.
The Company cannot give any assurance that such forward-looking
statements will prove to have been correct. The reader is cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date of this communication. The Company
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events, conditions, circumstances or otherwise, except as
required by applicable law.
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version on businesswire.com: http://www.businesswire.com/news/home/20180216005119/en/
Seattle Genetics, Inc.Investors:Peggy Pinkston,
425-527-4160ppinkston@seagen.comorMedia:Tricia Larson,
425-527-4180tlarson@seagen.com
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