ImClone Systems Incorporated (NASDAQ: IMCL) today announced that the
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976 (HSR), with respect to the tender offer for all of the outstanding
shares of ImClone’s common stock at a price of
$70.00 per share that was commenced by Alaska Acquisition Corporation, a
wholly-owned subsidiary of Eli Lilly and Company (NYSE: LLY), expired at
11:59 p.m., New York City time, on November 3, 2008. The tender offer
was commenced on October 14, 2008, pursuant to the previously announced
Agreement and Plan of Merger by and among Lilly, Alaska Acquisition
Corporation and ImClone.
The expiration of the HSR waiting period satisfies one of the conditions
to the tender offer. Consummation of the tender offer remains subject to
the tender of a majority of the outstanding shares of common stock of
ImClone on a fully diluted basis and the satisfaction of certain other
conditions.
About ImClone Systems
ImClone Systems Incorporated is a fully integrated global
biopharmaceutical company committed to advancing oncology care by
developing and commercializing a portfolio of targeted biologic
treatments designed to address the medical needs of patients with a
variety of cancers. ImClone’s research and
development programs include growth factor blockers and angiogenesis
inhibitors. ImClone Systems’ headquarters and
research operations are located in New York City, with additional
administration and manufacturing facilities in Branchburg, New Jersey.
For more information about ImClone Systems, please visit the Company’s
web site at http://www.imclone.com.
Additional Information and Where to Find It
This announcement is for informational purposes only and does not
constitute an offer to purchase or a solicitation of an offer to sell
securities. The tender offer is being made pursuant to a tender offer
statement on Schedule TO (including the offer to purchase, letter of
transmittal and other related tender offer materials) that was filed by
Eli Lilly and Company and Alaska Acquisition Corporation with the
Securities and Exchange Commission (SEC) on October 14, 2008. In
addition, on October 14, 2008, ImClone Systems Incorporated filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC
related to the tender offer. These materials, as they may be
amended from time to time, contain important information, including the
terms and conditions of the offer, that should be read carefully before
any decision is made with respect to the tender offer.
Investors and stockholders can obtain a free copy of these materials
and other documents filed by Eli Lilly and Company, Alaska Acquisition
Corporation and ImClone with the SEC at the website maintained by the
SEC at www.sec.gov.
The tender offer materials may also be obtained for free by contacting
the information agent for the tender offer, Georgeson, at 212-440-9800
for banks and brokers and 1-800-262-1918 for stockholders and all
others, or by writing to 199 Water Street, 26th floor, New York, NY
10038.
Forward Looking Information
Certain matters discussed in this news release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 and the Federal securities laws. Although
the Company believes that the expectations reflected in such
forward-looking statements are based upon reasonable assumptions it can
give no assurance that its expectations will be achieved.
Forward-looking information is subject to certain risks, trends and
uncertainties that could cause actual results to differ materially from
those currently expected. Many of these factors are beyond the Company's
ability to control or predict. For forward-looking statements in this
news release, other than those statements that relate to the tender
offer, the Company claims the protection of the safe harbor for
forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995.
ImClone Systems Incorporated
Tracy Henrikson, 908-243-9945
Corporate
Communications
media@imclone.com
or
Rebecca
Gregory, 646-638-5058
Corporate Communications