Synergy Board of Directors Declares Dividend of ContraVir Common Stock

  Synergy Board of Directors Declares Dividend of ContraVir Common Stock

Business Wire

NEW YORK -- January 28, 2014

Synergy Pharmaceuticals Inc. (NASDAQ:SGYP), a developer of new drugs to treat
gastrointestinal disorders and diseases, today announced that its board of
directors has approved the final distribution ratio and declared a pro rata
dividend for the spin-off of the shares of common stock of Synergy’s
wholly-owned subsidiary, ContraVir Pharmaceuticals, Inc. (“ContraVir”).

On the distribution date of February 18, 2014, Synergy stockholders of record
as of the close of business on February 6, 2014, the record date for the
distribution, will receive .0986 shares of ContraVir common stock for every 1
share of Synergy common stock they hold. No fractional shares of ContraVir
will be issued. Synergy Stockholders will receive cash in lieu of fractional
shares. Cash received in lieu of fractional shares will be taxable. Synergy
stockholders are urged to consult with their tax advisors with respect to the
U.S. federal, state, local and foreign tax consequences of the ContraVir
spin-off.

After the distribution, ContraVir will be an independent publicly traded
company and Synergy will retain no ownership interest in ContraVir. No action
or payment is required by Synergy stockholders to receive the shares of
ContraVir common stock. Stockholders who hold Synergy common stock on the
record date will receive a book-entry account statement reflecting their
ownership of ContraVir common stock or their brokerage account will be
credited with the ContraVir shares.

The distribution does not require shareholder approval. An Information
Statement containing details regarding the distribution of the ContraVir
common stock and ContraVir's business and management following the ContraVir
spin-off will be mailed to Synergy stockholders prior to the distribution
date. The distribution of ContraVir common stock is subject to the
satisfaction or waiver of certain conditions described in the Information
Statement. Synergy and ContraVir expect that all conditions to the spin-off
will be satisfied on or before the distribution date.

The ex-dividend date is pending and will be set by NASDAQ.

Synergy expects a "when issued" public market for ContraVir common stock to
begin on or about February 6, 2014 on the OTC Bulletin Board. Following the
spin-off, "regular way" trading of ContraVir common stock is expected to start
on February 18, 2014. The CUSIP number for the ContraVir common stock will be
21234W 103 when regular way trading begins.

About Synergy

Synergy Pharmaceuticals Inc. is a biotechnology company focused on the
research and development of novel drugs for the treatment of gastrointestinal
(GI) diseases and disorders. Synergy has discovered proprietary analogs of the
human GI hormone, uroguanylin, the natural agonist for the intestinal
guanylate cyclase-C (GC-C) receptor. Both Synergy’s lead GC-C agonist,
plecanatide, and next-generation GC-C agonist, SP-333, mimic uroguanylin’s
natural functions by binding to and activating the GC-C receptor in the GI
tract to stimulate fluid and transit required for normal digestion.
Plecanatide is in phase 3 clinical trials for chronic idiopathic constipation
and a phase 2b study for irritable bowel syndrome with constipation. SP-333 is
in phase 2 development for opioid-induced constipation and is also being
explored for ulcerative colitis. For more information please visit
www.synergypharma.com.

About ContraVir

ContraVir is a biopharmaceutical company focused primarily on the development
of drugs to treat herpes zoster, or shingles, which is an infection caused by
the reactivation of varicella zoster virus or VZV.

ContraVir’s lead candidate, FV-100, is an orally available nucleoside analogue
prodrug of CF-1743 that it is developing for the treatment of shingles.
Published preclinical studies demonstrate that FV-100 is significantly more
potent against VZV than acyclovir, valacyclovir, and famciclovir, the
FDA-approved drugs used for the treatment of shingles.

Preclinical studies further demonstrate that FV-100 has a more rapid onset of
antiviral activity, and may fully inhibit the replication of VZV more rapidly
than these drugs at significantly lower concentration levels. In addition,
pharmacokinetic data from completed phase 1 and 2 clinical trials suggest that
FV-100 has the potential to demonstrate antiviral activity when dosed orally
once-a-day at significantly lower levels than valacyclovir, acyclovir, and
famciclovir.

For more information please visit www.contravir.com.

Forward-Looking Statements

Certain statements in this press release are forward-looking within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements may be identified by the use of forward-looking words such as
"anticipate," "planned," "believe," "forecast," "estimated," "expected," and
"intend," among others. These forward-looking statements are based on
Synergy's and ContraVir’s current expectations and actual results could differ
materially. There are a number of factors that could cause actual events to
differ materially from those indicated by such forward-looking statements.
These factors include, but are not limited to, substantial competition; our
ability to continue as a going concern; our need for additional financing;
uncertainties of patent protection and litigation; uncertainties of government
or third party payer reimbursement; limited sales and marketing efforts and
dependence upon third parties; and risks related to failure to obtain FDA
clearances or approvals and noncompliance with FDA regulations. As with any
pharmaceutical under development, there are significant risks in the
development, regulatory approval and commercialization of new products. There
are no guarantees that future clinical trials discussed in this press release
will be completed or successful or that any product will receive regulatory
approval for any indication or prove to be commercially successful. Investors
should read the risk factors set forth in Synergy's Form 10-K for the year
ended December 31, 2012 and other periodic reports filed with the Securities
and Exchange Commission as well as ContraVir’s Registration Statement on Form
10 filed with the SEC. While the list of factors presented here is considered
representative, no such list should be considered to be a complete statement
of all potential risks and uncertainties. Unlisted factors may present
significant additional obstacles to the realization of forward-looking
statements. Forward-looking statements included herein are made as of the date
hereof, and Synergy and ContraVir do not undertake any obligation to update
publicly such statements to reflect subsequent events or circumstances.

Contact:

Synergy Pharmaceuticals Inc.
Media:
Gem Gokmen
Office: 212-584-7610
Mobile: 646-637-3208
ggokmen@synergypharma.com
or
Investor:
Bernard Denoyer
Office: 212-297-0020
Mobile: 203-300-8147
bdenoyer@synergypharma.com
 
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