DUBLIN, Nov. 17, 2014 /PRNewswire/ -- Actavis plc (NYSE:
ACT) today announced that it has successfully completed its tender
offer to purchase all outstanding shares of Durata Therapeutics,
Inc. (NASDAQ: DRTX), an innovative pharmaceutical company focused
on the development and commercialization of novel therapeutics for
patients with infectious diseases and acute illnesses. As
previously announced, Actavis offered to purchase all outstanding
shares of Durata for $23.00 per share
in cash, or approximately $675
million in the aggregate, and one contingent value right
(CVR) per share, entitling the holder to receive additional cash
payments of up to $5.00 per CVR if
certain regulatory or commercial milestones related to Durata's
lead product DALVANCETM are achieved.
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The tender offer by a subsidiary of Actavis for all of the
outstanding shares of Durata common stock expired as scheduled at
12:00 midnight (EDT) on November 14, 2014. Excluding Durata
shares tendered by notice of guaranteed delivery, a total of
21,358,208 shares of Durata common stock, representing
approximately 79.7% of Durata's outstanding shares, were validly
tendered into and not validly withdrawn from the tender offer,
according to the depositary for the tender offer. As a result,
Actavis and its subsidiary have accepted for payment and will
promptly pay for all shares that were validly tendered and not
validly withdrawn.
DALVANCETM is the first and only IV antibiotic
approved for the treatment of ABSSSI with a two-dose regimen
consisting of a 1000 mg dose followed one week later by a 500 mg
dose, with each dose administered over a 30 minute period. On
May 23, 2014, the FDA approved
DALVANCETM for the treatment of adult patients with
acute bacterial skin and skin structure infections (ABSSSI) caused
by susceptible Gram-positive bacteria, including
methicillin-resistant Staphylococcus aureus (MRSA).
"We are pleased to add Durata's DALVANCETM product to
our portfolio, and with the rapid completion of this transaction,
we further demonstrate our commitment to expand our presence in
anti-infectives," said Brent
Saunders, CEO and President of Actavis.
"DALVANCETM is a highly differentiated product with
documented efficacy, safety and tolerability, and we are confident
that our best-in-class commercial infrastructure and complementary
product line will support the increased acceptance of this product
as part of the Actavis portfolio by health care providers.
With the completion of this acquisition, Actavis is in an enviable
position of being able to offer innovative solutions to physicians
while providing value to hospitals and healthcare systems in
advancing the treatment of patients in the outpatient and inpatient
settings."
For the six-month period of January to June 2010, an estimated 9.2 million patients were
treated in U.S. hospitals for infections of any type, and nearly 17
percent of the diagnostic category presentations were for skin and
skin structure infections (SSSI). With its once-a-week dosing
for two weeks, and potential single-dose formulation, DALVANCE's
unique dosing regimen offers a more convenient and potentially less
costly approach to the treatment of serious skin infections by
allowing patients, healthcare professionals and hospitals to move
beyond the standard daily or twice-daily IV antibiotic
infusions.
Actavis intends to complete the acquisition later today through
the merger of its subsidiary with and into Durata without a vote of
Durata's other stockholders, pursuant to Section 251(h) of the
Delaware General Corporation Law (the "DGCL"). When the merger is
completed, Durata will become an indirect, wholly owned subsidiary
of Actavis. In connection with the merger, all remaining eligible
Durata shares not validly tendered into the tender offer will be
cancelled and converted into the right to receive $23.00 per share in cash and one CVR per share,
the same consideration per share offered in the tender offer.
Eligible Durata shares exclude shares held as Durata treasury
stock, held by Actavis or its subsidiaries or held by any
stockholder of Durata who exercised appraisal rights under Section
262 of the DGCL. Following the acquisition, Durata shares will
cease to be traded on NASDAQ.
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.
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 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
September 30, 2014. Except as
expressly required by law, Actavis disclaims any intent or
obligation to update these forward-looking statements.
CONTACTS: Investors:
Lisa DeFrancesco
(862) 261-7152
Media:
Charlie Mayr
(862) 261-8030
David Belian
(862) 261-8141
SOURCE Actavis plc