GW Pharmaceuticals plc (Nasdaq: GWPH) (GW) and Jazz Pharmaceuticals
plc (Nasdaq: JAZZ) (Jazz) today announced that GW’s shareholders
voted to approve the acquisition of GW by a subsidiary of Jazz (or
its nominee(s)) at the GW shareholder meetings held today. The
proposals required to be approved by GW’s shareholders in order to
complete the acquisition were each approved. In addition, the
non-binding, advisory proposal to approve certain compensation
arrangements for GW’s named executive officers was approved.
Detailed information regarding the results will be made available
by GW in a filing with the U.S. Securities and Exchange Commission
(SEC).
All shareholder and regulatory approvals required for the
acquisition have now been obtained. Completion of the acquisition
remains subject to the sanction by the High Court of Justice of
England and Wales (Court) and other customary closing conditions.
The Court hearing to sanction the acquisition is currently
scheduled for May 5, 2021, and the completion of the acquisition is
expected to occur shortly thereafter.About GW
Pharmaceuticals plcFounded in 1998, GW is a
biopharmaceutical company focused on discovering, developing and
commercializing novel therapeutics from its proprietary cannabinoid
product platform in a broad range of disease areas. The Company’s
lead product, EPIDIOLEX® (cannabidiol) oral solution, is
commercialized in the U.S. by its U.S. subsidiary Greenwich
Biosciences for the treatment of seizures associated with Lennox
Gastaut syndrome (LGS), Dravet syndrome, or tuberous sclerosis
complex (TSC) in patients one year of age and older. This product
has received approval in the European Union under the tradename
EPIDYOLEX® for the adjunctive treatment of seizures associated with
LGS or Dravet syndrome in conjunction with clobazam in patients two
years and older and for adjunctive use to treat seizures associated
with TSC, in patients two years of age and older. The Company has a
deep pipeline of additional cannabinoid product candidates, in
particular nabiximols, for which the Company is advancing multiple
late-stage clinical programs in order to seek FDA approval in the
treatment of spasticity associated with multiple sclerosis and
spinal cord injury. The Company has additional cannabinoid product
candidates in clinical trials for autism and schizophrenia.
About Jazz Pharmaceuticals plcJazz
Pharmaceuticals plc (Nasdaq: JAZZ) is a global biopharmaceutical
company dedicated to developing and commercializing life-changing
medicines that transform the lives of patients with serious
diseases — often with limited or no options. We have a diverse
portfolio of marketed medicines and novel product candidates, from
early- to late-stage development, in key therapeutic areas. Our
focus is in neuroscience, including sleep and movement disorders,
and in oncology, including hematologic malignancies and solid
tumors. We actively explore new options for patients including
novel compounds, small molecule advancements, biologics and
innovative delivery technologies. Jazz is headquartered in Dublin,
Ireland and has employees around the globe, serving patients in
more than 90 countries. For more information, please visit
www.jazzpharmaceuticals.com.
GW Pharmaceuticals Media Contacts: US: Kristen
Cardillo, Vice President, Corporate Communication
kcardillo@gwpharm.com +1 760 579 6628
UK: Ben Atwell, FTI Consulting London
ben.atwell@fticonsulting.com +44 (0)20 3727 1000
GW Pharmaceuticals Investor Contact: Scott
Giacobello, Chief Financial Officer sgiacobello@gwpharm.com +1
(760) 795 2200
Jazz Pharmaceuticals Media Contact: Jacqueline
Kirby, Vice President, Corporate Affairs & Government Relations
Ireland +353 1 697 2141 U.S. +1 215 867 4910
Jazz Pharmaceuticals Investor Contact: Andrea
N. Flynn, Ph.D., Vice President, Head, Investor Relations Ireland
+353 1 634 7887 U.S. +1 650 496 2717
Forward Looking Statements
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
regarding GW and Jazz including, but not limited to, statements
related to the proposed acquisition of GW and the anticipated
timing for the completion thereof; statements regarding the
expectations and beliefs of the board of directors of GW, GW
management, the board of directors of Jazz or Jazz management and
other statements that are not historical facts. You can generally
identify forward-looking statements by the use of forward-looking
terminology such as “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,”
“might,” “plan,” “potential,” “predict,” “project,” “seek,”
“should,” or “will,” or the negative thereof or other variations
thereon or comparable terminology. These forward-looking statements
are based on each of the companies’ current plans, objectives,
estimates, expectations and intentions and inherently involve
significant risks and uncertainties, many of which are beyond GW’s
or Jazz’s control. Actual results and the timing of events could
differ materially from those anticipated in such forward-looking
statements as a result of these risks and uncertainties, which
include, without limitation, risks and uncertainties associated
with GW’s and Jazz’s ability to complete the acquisition on the
proposed terms or on the anticipated timeline, or at all,
including: risks and uncertainties related to the sanction of the
Court and satisfaction of other closing conditions to consummate
the acquisition; the occurrence of any event, change or other
circumstance that could give rise to the termination of the
definitive transaction agreement relating to the acquisition; risks
related to diverting the attention of GW and Jazz management from
ongoing business operations; failure to realize the expected
benefits of the acquisition; significant transaction costs and/or
unknown or inestimable liabilities; the risk of shareholder
litigation in connection with the acquisition, including resulting
expense or delay; the risk that GW’s business will not be
integrated successfully or that such integration may be more
difficult, time-consuming or costly than expected; Jazz’s ability
to obtain the expected financing to consummate the acquisition;
risks related to future opportunities and plans for the combined
company, including the uncertainty of expected future regulatory
filings, financial performance and results of the combined company
following completion of the acquisition; GW’s or the combined
company’s dependence on the successful commercialization of
Epidiolex or Epidyolex (the trade name for Epidiolex in Europe) and
the uncertain market potential of Epidiolex/Epidyolex;
pharmaceutical product development and the uncertainty of clinical
success; the regulatory approval process, including the risks that
GW or Jazz may be unable to submit anticipated regulatory filings
on the timeframe anticipated, or at all, or that GW or the combined
company may be unable to obtain regulatory approvals of any product
candidates, including nabiximols and Epidiolex/Epidyolex for
additional indications, in a timely manner or at all; disruption
from the acquisition, making it more difficult to conduct business
as usual or maintain relationships with customers, employees,
distributors, suppliers or other third parties; effects relating to
the announcement of the acquisition or any further announcements or
the consummation of the acquisition on the market price of Jazz
ordinary shares, GW American depositary shares or GW ordinary
shares; the possibility that, if Jazz does not achieve the
perceived benefits of the acquisition as rapidly or to the extent
anticipated by financial analysts or investors, the market price of
Jazz ordinary shares could decline; regulatory initiatives and
changes in tax laws; market volatility; and other risks and
uncertainties affecting GW and Jazz, including those described from
time to time under the caption “Risk Factors” and elsewhere in GW’s
and Jazz’s SEC filings and reports, including GW’s Annual Report on
Form 10-K for the fiscal year ended December 31, 2020, Jazz’s
Annual Report on Form 10-K for the fiscal year ended December 31,
2020, GW’s definitive proxy statement filed with the SEC on March
15, 2021 and future filings and reports by either company. In
addition, while GW and Jazz expect the COVID-19 pandemic to
continue to adversely affect their respective business operations
and financial results, the extent of the impact on the combined
company’s ability to generate sales of and revenues from its
approved products, execute on new product launches, its clinical
development and regulatory efforts, its corporate development
objectives and the value of and market for its ordinary shares,
will depend on future developments that are highly uncertain and
cannot be predicted with confidence at this time. Moreover, other
risks and uncertainties of which GW or Jazz are not currently aware
may also affect each of the companies’ forward-looking statements
and may cause actual results and the timing of events to differ
materially from those anticipated. Readers of this announcement are
cautioned that forward-looking statements are not guarantees of
future performance. The forward-looking statements made in this
announcement are made only as of the date hereof or as of the dates
indicated in the forward-looking statements and reflect the views
stated therein with respect to future events as at such dates, even
if they are subsequently made available by GW or Jazz on their
respective websites or otherwise. Except as otherwise required by
law, neither GW nor Jazz undertakes any obligation, and each
expressly disclaims any obligation, to update or supplement any
forward-looking statements to reflect actual results, new
information, future events, changes in its expectations or other
circumstances that exist after the date as of which the
forward-looking statements were made.
GW Pharmaceuticals (NASDAQ:GWPH)
Gráfico Histórico do Ativo
De Nov 2024 até Dez 2024
GW Pharmaceuticals (NASDAQ:GWPH)
Gráfico Histórico do Ativo
De Dez 2023 até Dez 2024