CollaGenex Pharmaceuticals Announces Expiration of the Hart-Scott-Rodino Waiting Period for Merger with Galderma Pharma S.A.
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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.
About CollaGenex
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.
About Galderma
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.
