CollaGenex Pharmaceuticals, Inc. (NASDAQ:CGPI) today announced that the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired in connection with the pending merger of CollaGenex with an affiliate of Galderma Pharma S.A.. As previously announced, the merger has been structured as a two-step transaction involving a cash tender offer for all outstanding shares of CollaGenex common stock followed by a cash merger in which Galderma would acquire any remaining shares of CollaGenex common stock.
Galderma, through a wholly owned subsidiary, commenced the cash tender offer on March 7, 2008, to purchase all of the outstanding shares of CollaGenex common stock for $16.60 per share. The tender offer is set to expire at 12:00 midnight, New York City time, on April 4, 2008.
The expiration of the Hart-Scott-Rodino waiting period satisfies one of the conditions to the tender offer. The closing of the transaction is also subject to other customary closing conditions, including the tender of at least a majority of CollaGenex’s outstanding common shares, determined on a fully diluted basis.
CollaGenex Pharmaceuticals, Inc. is a specialty pharmaceutical company currently focused on developing and marketing proprietary, innovative medical therapies to the dermatology market. In July 2006, CollaGenex launched Oracea(R), the first FDA-approved systemic product for the treatment of rosacea. CollaGenex's professional dermatology sales force also markets Alcortin(R) (1% iodoquinol and 2% hydrocortisone), a prescription topical antifungal steroid combination, and Novacort(R) (2% hydrocortisone acetate and 1% pramoxine HCl), a prescription topical steroid and anesthetic. CollaGenex recently completed a Phase II clinical trial to evaluate COL-118, a topical compound based on the SansRosa(R) technology, for the treatment of redness associated with rosacea and other skin disorders. CollaGenex recently acquired the rights to develop and commercialize becocalcidiol, a patented Vitamin D analogue that is currently in Phase II clinical trials for the topical treatment of mild to moderate psoriasis.
For more information on CollaGenex please visit CollaGenex's Web site at www.collagenex.com, which does not form part of this press release.
Galderma, created in 1981 as a joint venture between Nestlé and L'Oréal, is a fully integrated specialty pharmaceutical company dedicated exclusively to the field of dermatology. The Company has a presence in 65 countries with over 1000 sales representatives and is committed to improving the health of skin with an extensive line of products that treat a range of dermatological conditions including: acne, rosacea, fungal nail infections, psoriasis & steroid-responsive dermatoses, pigmentary disorders, medical solutions for skin senescence and skin cancer. With a new research and development center in Sophia Antipolis, France Galderma has one of the largest R&D facilities dedicated exclusively to dermatology. Leading dermatology brands include Differin(R), Rozex(R)/Metro(R), Clobex(R), Tri-Luma(R), Loceryl(R) and Cetaphil(R). Recently launched products include Pliaglis(R), a topical anaesthetic for dermatologic procedures in the United States, Epiduo(R), an innovative combination product for the treatment of acne in Europe and Argentina and Dysport(R), an injectable neuromodulator for the correction of wrinkles in Brazil and Argentina. The Company’s website is www.galderma.com.
Forward Looking Statements
Statements in this press release regarding management's future expectations, beliefs, intentions, goals, strategies, plans or prospects may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by terminology such as "anticipate," "believe," "could," "could increase the likelihood," "estimate," "expect," "intend," "is planned," "may," "should," "will," "will enable," "would be expected," "look forward," "may provide," "would" or similar terms, variations of such terms or the negative of those terms. Such forward-looking statements involve known and unknown risks, uncertainties and other factors including those risks, uncertainties and factors referred to in the Company's Quarterly Report on Form 10-K for the year ended December 31, 2007 filed with the Securities and Exchange Commission under the section "Risk Factors," as well as other documents that may be filed by CollaGenex from time to time with the Securities and Exchange Commission as well as related to the satisfaction of the closing conditions in the merger agreement. As a result of such risks, uncertainties and factors, the Company's actual results may differ materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein. CollaGenex is providing the information in this press release as of this date and assumes no obligations to update the information included in this press release or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Restoraderm(R), SansRosa(R) and Oracea(R) are registered trademarks and IMPACS(TM) is a trademark of CollaGenex Pharmaceuticals, Inc.
Novacort(R) and Alcortin(R) A are trademarks of Primus Pharmaceuticals, Inc.
Differin(R), Metrogel(R), Clobex(R), Tri-Luma(R), Cetaphil(R) and Epiduo(R) are trademarks of Galderma Pharma S.A.
Pliaglis(R) is a trademark of Zars Pharma Inc. and Dysport(R) is a trademark of Ipsen Ltd.
All other trade names, trademarks or service marks are the property of their respective owners and are not the property of CollaGenex Pharmaceuticals, Inc. or any of our subsidiaries.
Nancy C. Broadbent, 215-579-7388
Evan Smith, CFA / Erica Pettit
212-850-5606 / 212-850-5614
Vice-President Human Resources & Communication
+33 (0)1 58 86 43 23
(For U.S. Inquiries):
Dale Weiss, +1 817 961-5186
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