Merck Begins Tender Offer to Acquire Cubist
19 Décembre 2014 - 2:00PM
Business Wire
Merck (NYSE:MRK), known as MSD outside the United States and
Canada, is commencing today, through a subsidiary, a cash tender to
purchase all outstanding shares of common stock of Cubist
Pharmaceuticals, Inc. (NASDAQ:CBST). On Dec. 8, 2014, Merck
announced its intent to acquire Cubist.
Upon the successful closing of the tender offer, stockholders of
Cubist will receive $102.00 in cash for each share of Cubist common
stock validly tendered and not properly withdrawn in the offer,
without interest and less any required withholding taxes. Following
the purchase of shares in the tender offer, Cubist will become a
wholly owned subsidiary of Merck.
Merck will file today with the U.S. Securities and Exchange
Commission (SEC) a tender offer statement on Schedule TO, which
provides the terms of the tender offer. Additionally, Cubist will
file with the SEC a solicitation/recommendation statement on
Schedule 14D-9 that includes the recommendation of the Cubist board
of directors that Cubist stockholders accept the tender offer and
tender their shares. As previously communicated, the Cubist board
of directors has determined that the merger agreement and its
related transactions, including the tender offer, are advisable,
fair to and in the best interests of Cubist and its
stockholders.
The tender offer will expire at the end of the day, immediately
after 11:59 p.m. (Eastern Time), on Tuesday, Jan. 20, 2015, unless
extended in accordance with the merger agreement and the applicable
rules and regulations of the SEC. The closing of the tender offer
is subject to customary terms and conditions, including the tender
of a number of shares which, together with shares then owned by
Merck (if any), represents a majority of the outstanding shares,
and the expiration or the termination of the waiting period under
the Hart-Scott-Rodino Antitrust Improvements Act.
Additional Information about the Tender Offer
This news release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
shares. Merck will file a tender offer statement on Schedule TO
with the SEC, and Cubist will file a solicitation/recommendation
statement on Schedule 14D-9 with respect to the tender offer. The
tender offer materials (including an offer to purchase, a related
letter of transmittal and other tender offer documents) and the
solicitation/ recommendation statement will contain important
information that holders of Cubist common stock shares are urged to
read carefully when they become available, as each may be amended
or supplemented from time to time and because they will contain
important information that holders of shares of Cubist common stock
should consider before making any decision regarding tendering
their shares. The tender offer materials will be made available to
Cubist’s stockholders at no expense to them. In addition, all of
those materials (and other tender offer documents filed with the
SEC) will be made available at no charge on the SEC’s website at
www.sec.gov. Additional copies of the tender offer materials may be
obtained at no charge by contacting Merck at 2000 Galloping Hill
Road, Kenilworth, N.J., 07033 or by phoning (908) 740-4000. In
addition, Merck and Cubist file annual, quarterly and current
reports and other information with the SEC. You may read and copy
any reports or other information filed by Merck or Cubist at the
SEC public reference room at 100 F Street, N.E., Washington, D.C.,
20549. For further information on the SEC public reference room,
please call 1-800-SEC-0330. Merck’s and Cubist’s filings with the
SEC are also available to the public from commercial
document-retrieval services and at the SEC’s website at
www.sec.gov.
In this transaction, J.P. Morgan and Deutsche Bank served as
financial advisors to Merck. J.P. Morgan is acting as its dealer
manager in connection with the tender offer, and MacKenzie
Partners, Inc. is acting as its information agent in connection
with the tender offer. Hughes Hubbard & Reed LLP and Baker
& McKenzie served as its legal advisors. Morgan Stanley &
Co. LLC and Goldman, Sachs & Co. served as financial advisors
to Cubist, and Ropes & Gray LLP served as its legal
advisor.
About Merck
Today’s Merck is a global healthcare leader working to help the
world be well. Merck is known as MSD outside the United States and
Canada. Through our prescription medicines, vaccines, biologic
therapies and animal health products, we work with customers and
operate in more than 140 countries to deliver innovative health
solutions. We also demonstrate our commitment to increasing access
to healthcare through far-reaching policies, programs and
partnerships. For more information, visit www.merck.com and connect
with us on Twitter, Facebook and YouTube.
Merck Forward-Looking Statement
This news release includes “forward-looking statements.”
Forward-looking statements include statements regarding the timing
and closing of the tender offer and the merger transactions, the
ability of Merck to complete the transactions considering the
various closing conditions, and any assumptions underlying any of
the foregoing. These statements are based upon the current beliefs
and expectations of Merck’s management and are subject to
significant risks and uncertainties. There can be no guarantees
with respect to pipeline products that the products will receive
the necessary regulatory approvals or that they will prove to be
commercially successful. If underlying assumptions prove inaccurate
or risks or uncertainties materialize, actual results may differ
materially from those set forth in the forward-looking
statements.
Risks and uncertainties include but are not limited to, general
industry conditions and competition; general economic factors,
including interest rate and currency exchange rate fluctuations;
the impact of pharmaceutical industry regulation and health care
legislation in the United States and internationally; global trends
toward health care cost containment; technological advances, new
products and patents attained by competitors; challenges inherent
in new product development, including obtaining regulatory
approval; Merck’s ability to accurately predict future market
conditions; manufacturing difficulties or delays; financial
instability of international economies and sovereign risk;
dependence on the effectiveness of Merck’s patents and other
protections for innovative products; the exposure to litigation,
including patent litigation, and/or regulatory actions; timing of
the tender offer and merger; uncertainties as to how many Cubist
stockholders will tender shares in the tender offer; the
possibility that competing offer may be made; the possibility that
various closing conditions to transactions may not be satisfied or
waived, including that a governmental entity may prohibit, delay or
refuse to grant approval for the consummation of the transactions;
or that a material adverse effect occurs with respect to
Cubist.
Merck undertakes no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future events or otherwise, except as may be required by law.
Additional factors that could cause results to differ materially
from those described in the forward-looking statements can be found
in Merck’s 2013 Annual Report on Form 10-K and the company’s other
filings with the SEC available at the SEC’s Internet site
(www.sec.gov).
MerckMedia:Lainie Keller, 908-236-5036Steve Cragle,
908-740-1801orInvestors:Joe Romanelli, 908-740-1986Justin Holko,
908-740-1879