Market Snapshot
  • U.S.
  • Europe
  • Asia
Ticker Volume Price Price Delta
DJIA 16,408.54 -16.31 -0.10%
S&P 500 1,864.85 2.54 0.14%
NASDAQ 4,095.52 9.29 0.23%
Ticker Volume Price Price Delta
STOXX 50 3,155.81 16.55 0.53%
FTSE 100 6,625.25 41.08 0.62%
DAX 9,409.71 91.89 0.99%
Ticker Volume Price Price Delta
NIKKEI 14,478.98 61.45 0.43%
TOPIX 1,169.43 2.84 0.24%
HANG SENG 22,760.24 64.23 0.28%

Cubist Announces Expiration of Hart-Scott-Rodino Waiting Period for Acquisition of Trius



  Cubist Announces Expiration of Hart-Scott-Rodino Waiting Period for
  Acquisition of Trius

Business Wire

LEXINGTON, Mass. -- August 29, 2013

Cubist Pharmaceuticals, Inc. (NASDAQ: CBST) and Trius Therapeutics, Inc.
(NASDAQ: TSRX) today announced the expiration of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR”) in connection
with Cubist’s previously announced tender offer for all of the outstanding
common stock of Trius.

Expiration of the HSR waiting period satisfies one of the conditions to the
closing of the tender offer. The closing of the transaction is also
conditioned on the tender of a majority of the outstanding shares of Trius'
common stock, on a fully diluted basis, and the satisfaction of other
customary closing conditions.

Cubist initiated a cash tender offer on August 13, 2013 to purchase all
outstanding shares of Trius’ common stock. The tender offer will expire at
9:00 a.m., Eastern Time, on September 11, 2013, unless extended or terminated.
Upon the successful closing of the tender offer, stockholders of Trius will
receive $13.50 per share in cash, plus one Contingent Value Right, entitling
the holder to receive an additional cash payment of up to $2.00 for each share
they tender if certain commercial sales milestones are achieved.

About Trius Therapeutics
Trius Therapeutics, Inc. is a biopharmaceutical company focused on the
discovery, development and commercialization of innovative antibiotics for
serious infections. The Company's lead investigational drug, tedizolid
phosphate, is a novel antibiotic in Phase 3 clinical development for the
treatment of serious Gram-positive infections, including those caused by
methicillin-resistant Staphylococcus aureus. Trius has partnered with Bayer
HealthCare for the development and commercialization of tedizolid phosphate
outside of the U.S., Canada and the European Union. In addition to the
Company's tedizolid phosphate clinical program, Trius has initiated
Investigational New Drug enabling studies for its Gyrase-B development
candidate with potent activity in vitro against Gram-negative bacterial
pathogens including multi-drug resistant strains of E. coli, Klebsiella,
Acinetobacter and Pseudomonas. For more information, visit www.triusrx.com.

About Cubist
Cubist Pharmaceuticals, Inc. is a biopharmaceutical company focused on the
research, development, and commercialization of pharmaceutical products that
address significant unmet medical needs in the acute care environment. Cubist
is headquartered in Lexington, Mass. Additional information can be found at
Cubist’s web site at www.cubist.com.

Notice to Investors
This press release is for informational purposes only and is not an offer to
purchase nor a solicitation of an offer to sell securities. The solicitation
and the offer to purchase shares of Trius common stock are being made only
pursuant to the Offer to Purchase, Letter of Transmittal and related materials
that Cubist and BRGO Corporation have filed with the SEC on a Tender Offer
Statement on Schedule TO on August 13, 2013. Trius also has filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with respect to the
offer on August 13, 2013. Trius stockholders and other investors should read
these materials carefully because they contain important information,
including the terms and conditions of the offer. Trius stockholders and other
investors may obtain free copies of the Tender Offer Statement,
Solicitation/Recommendation Statement and other documents filed with the SEC
through the web site maintained by the SEC at www.sec.gov. In addition,
investors and security holders will be able to obtain free copies of these
documents from Cubist or Trius by contacting: MacKenzie Partners, Inc. on
behalf of Cubist toll free at (800) 322-2885 or collect at (212) 929-5500 or
tenderoffer@mackenziepartners.com; or Stefan Loren at Westwicke Partners, LLC
on behalf of Trius at (443) 213-0507 or sloren@westwicke.com. Questions and
requests for assistance or for additional copies of these documents may be
directed to MacKenzie Partners, Inc., the information agent for the offer, at
(212) 929-5500 for banks and brokers or toll-free at (800) 322-2885 for
stockholders and all others.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements. Any statements
contained herein which do not describe historical facts, including but not
limited to, statements regarding: the proposed transaction between Cubist and
Trius; the expected timetable for completing the transaction; are
forward-looking statements which involve risks and uncertainties that could
cause actual results to differ materially from those discussed in such
forward-looking statements. Such risks and uncertainties include: the
possibility that certain conditions to the completion of the transaction
between Trius and Cubist are not satisfied, or that the transaction may
otherwise not be completed on a timely manner, or at all; that, prior to the
completion of the transaction, if at all, Trius may not satisfy one or more
closing conditions; that the merger agreement may be terminated; the ability
to timely consummate the transaction and possibility that the transaction will
not be completed; the ability of Cubist to successfully integrate Trius’
operations and employees; the anticipated benefits of the transaction may not
be realized; risks related to drug development and commercialization; and
those additional factors discussed in Cubist’s and Trius’ most recent
Quarterly and Annual Reports on Forms 10-Q and 10-K filed with the Securities
and Exchange Commission. Cubist and Trius caution investors not to place
considerable reliance on the forward-looking statements contained in this
press release. These forward-looking statements speak only as of the date of
this document, and Cubist and Trius undertake no obligation to update or
revise any of these statements.

Contact:

Cubist Contacts:
INVESTORS:
Eileen C. McIntyre, 781-860-8533
Vice President, Investor Relations
eileen.mcintyre@cubist.com
or
MacKenzie Partners, Inc.
Mark Harnett, 212-929-5500
tenderoffer@mackenziepartners.com
or
MEDIA:
Julie DiCarlo, 781-860-8063
Senior Director, Corporate Communications
julie.dicarlo@cubist.com
or
Trius Therapeutics Contacts:
INVESTORS:
Stefan Loren at Westwicke Partners, LLC, 443-213-0507
sloren@westwicke.com
or
MEDIA:
Laura Kempke at MSLGROUP, 781-684-0770
trius@mslgroup.com
Sponsored Links
Advertisement
Advertisements
Sponsored Links
Advertisement