LAKE FOREST, Ill., June 3 /PRNewswire-FirstCall/ -- Hospira, Inc.
(NYSE: HSP), a global specialty pharmaceutical and medication
delivery company, today announced a further extension of the tender
offer by Discus Acquisition Corporation, a wholly owned Hospira
subsidiary, to purchase all outstanding shares of the common stock
of Javelin Pharmaceuticals, Inc. (NYSE - Amex: JAV).
As reported by Javelin on May 24,
2010, Therabel Pharma UK Limited ("Therabel"), a subsidiary
of Therabel Pharma N.V. and Javelin's licensee of commercial rights
to Dyloject™ (diclofenac sodium) in the European Union, has
informed Javelin and publicly announced that it is withdrawing all
batches of Dyloject (diclofenac 75mg/2ml) from the UK market with a
Drug Alert Class 2 Medicines Recall. Therabel reported that it
became aware of the presence of a white particulate matter in some
vials of Dyloject in its supply chain.
Since being advised of the particulate issue affecting Javelin's
Dyloject product, Hospira's scientific and regulatory teams have
worked with their counterparts at Javelin to conduct an initial
analysis of the cause of the issue and to begin to assess its
probable effect on Javelin's business. Based on its evaluation of
the information regarding the particulate issue that have been made
available to date, and in accordance with the merger agreement
between the parties, Hospira has delivered notice of the extension
of the tender offer to Javelin based on its determination that all
of the conditions to the offer had not been satisfied as of the
expiration date of the offer. Hospira intends to continue to work
with Javelin to confirm the satisfaction of the conditions to the
offer as promptly as practicable.
The offer, which was scheduled to expire at 12:00 midnight,
New York City time, on
June 2, 2010 (the end of the day on
June 2, 2010) has been extended until
12:00 midnight, New York City
time, on June 16, 2010 (the end of
the day on June 16, 2010), unless
extended for a further period. All other terms and conditions of
the tender offer remain unchanged, including procedures for
tendering and withdrawing shares during the extension of the
original offer period. As of the expiration of the current offer
period, a total of 50,833,658 Javelin shares (including 2,588,868
shares tendered pursuant to guaranteed delivery procedures),
representing approximately 78.47 percent of the outstanding shares
of Javelin common stock, had been validly tendered and not
withdrawn.
After expiration of the offer, if all conditions of the tender
offer have been met, Hospira intends to acquire all of the
remaining outstanding shares of Javelin common stock by means of a
merger under Delaware law. As a
result, Javelin would be a wholly owned subsidiary of Hospira,
Javelin's shares would cease to be traded on the NYSE Amex, and
Javelin would no longer be required to file certain information and
periodic reports with the U.S. Securities and Exchange
Commission.
Additional Information
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
shares of Javelin common stock. Hospira has filed a tender offer
statement on Schedule TO, as amended, with the Securities and
Exchange Commission (the "SEC") containing an offer to purchase,
form of letter of transmittal and other documents relating to the
tender offer and Javelin has filed with the SEC a
Solicitation/Recommendation Statement on Schedule 14D-9, as
amended, with respect to the tender offer. Hospira and Javelin have
mailed these documents to Javelin's stockholders. Javelin
stockholders may obtain a free copy of these documents and other
documents filed by Hospira and Javelin with the SEC at the Web site
maintained by the SEC at www.sec.gov.
In addition, Javelin stockholders may obtain a free copy of
these documents by directing a request to Javelin Pharmaceuticals,
Inc., 125 CambridgePark Drive, Cambridge,
MA 02140, Attention: Investor Relations. INVESTORS AND
JAVELIN SECURITY HOLDERS ARE URGED TO READ THESE DOCUMENTS
CAREFULLY IN THEIR ENTIRETY BEFORE MAKING ANY DECISION WITH RESPECT
TO THE TENDER OFFER BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
None of the information included on any Internet Web site
maintained by Hospira, Javelin or any of their affiliates, or any
other Internet Web site linked to any such Web site, is
incorporated by reference in or otherwise made a part of this press
release.
About Hospira
Hospira, Inc. is a global specialty pharmaceutical and
medication delivery company dedicated to Advancing Wellness™. As
the world leader in specialty generic injectable pharmaceuticals,
Hospira offers one of the broadest portfolios of generic acute-care
and oncology injectables, as well as integrated infusion therapy
and medication management solutions. Through its products, Hospira
helps improve the safety, cost and productivity of patient care.
The company is headquartered in Lake
Forest, Ill., and has approximately 13,500 employees. Learn
more at www.hospira.com.
Forward-Looking Statements
This press release contains forward-looking statements,
including statements regarding Hospira's proposed acquisition of
Javelin. Hospira cautions that these forward-looking statements are
subject to risks and uncertainties that may cause actual results to
differ materially from those indicated in the forward-looking
statements. No assurance can be given that the acquisition
transaction described in this press release will be completed, that
completion of the transaction will not be delayed or that Hospira
will realize the anticipated benefits of the transaction. Economic,
competitive, governmental, legal, technological and other factors
that may affect Hospira's operations and may cause actual results
to be materially different from expectations include the risks,
uncertainties and factors discussed under the headings "Risk
Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in Hospira's Annual Report on
Form 10-K for the year ended Dec. 31,
2009 and any subsequent Quarterly Reports on Form 10-Q or
Current Reports on Form 8-K, which are incorporated by reference.
Hospira undertakes no obligation to release publicly any revisions
to forward-looking statements as the result of subsequent events or
developments.
SOURCE Hospira, Inc.