DUBLIN and CHICAGO, Oct. 31,
2014 /PRNewswire/ -- Actavis plc (NYSE: ACT) and Durata
Therapeutics, Inc. (NASDAQ: DRTX) today announced that the U.S.
Federal Trade Commission (FTC) has granted early termination of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976 ("HSR") with respect to Actavis' pending acquisition of
Durata.
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The early termination of the HSR waiting period satisfies one of
the conditions to the closing of the pending acquisition, which
remains subject to other customary closing conditions. Both
companies expect the transaction to be completed in the fourth
quarter of 2014.
About Actavis
Actavis plc (NYSE:ACT), headquartered in Dublin, Ireland, is a unique specialty
pharmaceutical company focused on developing, manufacturing and
commercializing high quality affordable generic and innovative
branded pharmaceutical products for patients around the
world.
Actavis markets a broad portfolio of branded and generic
pharmaceuticals and develops innovative medicines for patients
suffering from diseases principally in the central nervous system,
gastroenterology, women's health, urology, cardiovascular,
respiratory and anti-infective therapeutic categories. The
company is an industry leader in product research and development,
with one of the broadest brand development pipelines in the
pharmaceutical industry, and a leading position in the submission
of generic product applications. Actavis has commercial
operations in more than 60 countries and operates more than 30
manufacturing and distribution facilities around the world.
For more information, visit Actavis' website at
www.actavis.com.
About Durata Therapeutics
Durata Therapeutics is a pharmaceutical company focused on the
development and commercialization of novel therapeutics for
patients with infectious diseases and acute illnesses.
Actavis Forward-Looking Statement
Any statements contained in this press release that refer to
future events or other non-historical facts are forward-looking
statements that reflect Actavis' current perspective of existing
trends and information as of the date of this release. For
instance, any statements in this press release concerning prospects
related to Actavis' strategic initiatives, including the
acquisition of Durata, are forward-looking statements. Except as
expressly required by law, Actavis disclaims any intent or
obligation to update these forward-looking statements. Actual
results may differ materially from Actavis' current expectations
depending upon a number of factors affecting Actavis' business.
These factors include, among others, successful consummation and
integration of the Durata acquisition and the ability to recognize
the anticipated synergies and benefits of the Durata acquisition;
the anticipated size of the markets and anticipated demand for
Durata's products; the impact of competitive products and pricing;
the inherent uncertainty associated with financial projections;
periodic dependence on a small number of products for a significant
source of net revenue or income; variability of trade-buying
patterns; changes in generally accepted accounting principles; the
risks and uncertainties normally incident to the pharmaceutical
industry; risks that the carrying values of assets may be
negatively impacted by future events and circumstances; the timing
and success of product launches; the difficulty of predicting the
timing or outcome of product development efforts and regulatory
agency approvals or actions, if any; market acceptance of and
continued demand for Actavis' and Durata's products; costs and
efforts to defend or enforce intellectual property rights;
difficulties or delays in manufacturing; the availability and
pricing of third party sourced products and materials; successful
compliance with governmental regulations applicable to Actavis' and
Durata's facilities, products and/or businesses; changes in the
laws and regulations affecting, among other things, pricing and
reimbursement of pharmaceutical products; and other risks and
uncertainties detailed in Actavis' periodic public filings with the
Securities and Exchange Commission, including but not limited to
Actavis plc's Quarterly Report on Form 10-Q for the quarter ended
June 30, 2014. Except as expressly
required by law, Actavis disclaims any intent or obligation to
update these forward-looking statements.
Durata Forward Looking Statement
Statements in this press release regarding the proposed
transaction between Actavis and Durata, the commercialization and
status of additional regulatory reviews and approvals of
dalbavancin, the potential impact of developing dalbavancin for
additional indications, the impact of DALVANCE's dosing schedule on
patient care, strategy, the expected timetable for completing the
transaction, future financial and operating results and revenues,
projected costs, benefits and synergies of the transaction, future
opportunities for the combined company and any other statements
about Actavis or Durata managements' future expectations, beliefs,
goals, plans or prospects constitute forward looking
statements. Any statements that are not statements of
historical fact (including statements containing the words
"believes," "plans," "anticipates," "expects," estimates and
similar expressions) should also be considered to be forward
looking statements. There are a number of important factors
that could cause actual results or events to differ materially from
those indicated by such forward looking statements,
including: the ability to consummate the transaction, the
ability of Actavis to successfully integrate Durata's operations
and employees; the ability to realize anticipated synergies and
cost savings; the ability to achieve product development,
regulatory and sales goals and milestones; the commercial success
of DALVANCE; Actavis' and Durata's ability to protect intellectual
property rights; Durata's performance and maintenance of important
business relationships; Actavis' ability to receive procurement and
production quotas granted by the U.S. Drug Enforcement
Administration; customer concentration; cost-containment efforts of
customers, purchasing groups, third-party payors and governmental
organizations; Actavis' ability to successfully develop or
commercialize new products; competition; Actavis' ability to
integrate acquisitions of technology, products and businesses
generally; product liability losses and other litigation liability;
the reimbursement practices of a small number of large public or
private issuers; complex reporting and payment obligation under
healthcare rebate programs; changes in laws and regulations;
conducting business internationally; foreign exchange rates;
material health, safety and environmental liabilities; litigation
and violations; information technology infrastructure;
restructuring activities and the other factors described in
Durata's Annual Report on Form 10-K for the year ended December 31, 2013 and its Quarterly Report on
Form 10-Q for the quarter ended June 30,
2014, each of which has been filed with the SEC.
Except as otherwise required by law, Durata disclaims any intention
or obligation to update any forward looking statements as a result
of developments occurring after the date of this press release.
Notice to Investors
This press release is neither an offer to purchase nor a
solicitation of an offer to sell any securities. The solicitation
and the offer to buy shares of Durata common stock are being made
pursuant to a tender offer statement on Schedule TO that Actavis
filed with the Securities and Exchange Commission on
October 17, 2014. Durata has also filed a
solicitation/recommendation statement on Schedule 14D-9 with
respect to the offer. The tender offer statement (including an
offer to purchase, a related letter of transmittal and other offer
documents) and the solicitation/recommendation statement contain
important information that should be read carefully and considered
before any decision is made with respect to the tender offer.
Additionally, Durata and Actavis have filed and may in the future
file other relevant materials in connection with the proposed
acquisition of Durata by Actavis pursuant to the terms of the
merger agreement. In addition, all of these materials (and all
other materials filed by Durata with the Securities and Exchange
Commission) will be available at no charge from the Securities and
Exchange Commission through its website at www.sec.gov. Free copies
of the offer to purchase, the related letter of transmittal and
certain other offering documents may be obtained by directing a
request to Actavis' Investor Relations Department at (862)
261-7488. Investors and security holders may also obtain free
copies of the documents filed with the Securities and Exchange
Commission by Durata by contacting Durata Investor Relations at
(312) 219-7017.
INVESTORS AND SHAREHOLDERS OF DURATA ARE ADVISED TO READ THE
SCHEDULE TO AND THE SCHEDULE 14D-9, AS EACH MAY BE AMENDED OR
SUPPLEMENTED FROM TIME TO TIME, AND ANY OTHER RELEVANT DOCUMENTS
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION WHEN THEY BECOME
AVAILABLE BEFORE THEY MAKE ANY DECISION WITH RESPECT TO THE TENDER
OFFER OR MERGER, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO.
CONTACTS:
Actavis:
Investors:
Lisa DeFrancesco
(862) 261-7152
Media:
Charlie Mayr
(862) 261-8030
David Belian
(862) 261-8141
Durata:
Allison Wey
(312) 219-7017
SOURCE Actavis plc