Eyetech Adopts Stockholder Rights Agreement
2005年6月9日 - 9:30PM
PRニュース・ワイアー (英語)
Eyetech Adopts Stockholder Rights Agreement NEW YORK, June 9
/PRNewswire-FirstCall/ -- Eyetech Pharmaceuticals, Inc.
(NASDAQ:EYET), a biopharmaceutical company that specializes in the
development and commercialization of novel therapeutics to treat
diseases of the eye, today announced that its Board of Directors
has approved a Rights Agreement under which its stockholders will
receive a dividend in the form of preferred stock purchase rights.
The Rights Agreement is similar to plans adopted by many other
public companies and was not adopted in response to any current
attempt to acquire the company. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050407/EYETLOGO ) The rights
will be distributed at the rate of one right for each share of
common stock owned by stockholders of record as of June 21, 2005.
Each right will allow the holder to purchase one one-hundredth of a
share (a unit) of Series A Preferred Stock at an initial purchase
price of $150.00 under circumstances described in the Rights
Agreement. The purchase price, the number of units of preferred
stock and the type of securities issuable upon exercise of the
rights are subject to adjustment. The rights will expire at the
close of business on June 20, 2015 unless earlier redeemed or
exchanged. Until a right is exercised, the holder thereof, as such,
will have no rights as a stockholder of Eyetech, including the
right to vote or to receive dividends. "The Rights Agreement is
designed to assure that Eyetech's stockholders receive equal
treatment in the event of any proposed takeover of Eyetech, and to
guard against partial tender offers, squeeze-outs and other abusive
tactics to gain control of Eyetech that could impair the Board's
ability to represent stockholders' interests fully," said David R.
Guyer, M.D., Chief Executive Officer and a director of Eyetech.
"The Board believes the Rights Agreement is a sound and reasonable
method for safeguarding stockholders' interests," Dr. Guyer added.
"It is not intended to prevent an acquisition of the Eyetech on
terms that are favorable, fair and in the best interests of all
Eyetech stockholders, but rather to encourage any person seeking to
acquire Eyetech to negotiate with the Board and to give the Board
sufficient time to study and respond to any unsolicited attempts to
acquire Eyetech." The rights are not immediately exercisable.
Subject to the terms and conditions of the Rights Agreement, they
will become exercisable ten business days after a person or group
acquires, or commences a tender or exchange offer which would lead
to the acquisition of, beneficial ownership of 15% or more of the
outstanding common stock, subject to prior redemption or exchange.
Once a person or group acquires beneficial ownership of 15% or more
of the outstanding common stock, subject to the terms and
conditions of the Rights Agreement, each right not owned by that
person or group or certain related parties will entitle its holder
to purchase, at the right's then-current purchase price, units of
Series A Preferred Stock or, at the option of Eyetech, shares of
common stock or cash, property or other securities of Eyetech
having a market value equal to twice the then-current purchase
price. Further details of the Rights Agreement are contained in a
letter that will be mailed to all stockholders as of June 21, 2005.
About Eyetech Pharmaceuticals, Inc. Eyetech Pharmaceuticals, Inc.
is a biopharmaceutical company that specializes in the development
and commercialization of novel therapeutics to treat diseases of
the eye. Eyetech's initial focus is on diseases affecting the back
of the eye. Eyetech is commercializing and further developing
Macugen(R) (pegaptanib sodium injection) with Pfizer Inc. for the
treatment of neovascular AMD. Macugen is also being studied for the
treatment of diabetic macular edema and retinal vein occlusion.
Safe Harbor Statement This press release contains forward-looking
statements that involve substantial risks and uncertainties. All
statements, other than statements of historical facts, included in
this press release regarding our future operations, prospects,
plans and objectives of management are forward-looking statements.
We may not actually achieve the plans, intentions or expectations
disclosed in our forward-looking statements and you should not
place undue reliance on our forward-looking statements. Actual
results or events could differ materially from the plans,
intentions and expectations disclosed in the forward-looking
statements we make. Various important factors could cause actual
results or events to differ materially from the forward-looking
statements that we make, including risks related to achieving
acceptance of Macugen by the medical community, by patients
receiving therapy and by third party payors; supplying sufficient
quantities of Macugen to meet anticipated market demand; our
dependence on third parties to manufacture Macugen; the impact of
competitive products and potentially competitive product
candidates; our dependence on our strategic collaboration with
Pfizer; obtaining, maintaining and protecting the intellectual
property incorporated into our product candidates; new information
arising out of clinical trial results; and the success of Macugen's
recent launch generally. These and other risks are described in
greater detail in the "Risk Factors" section of our most recent
quarterly report on Form 10-Q filed with the United States
Securities and Exchange Commission. Our forward-looking statements
do not reflect the potential impact of any future acquisitions,
mergers, dispositions, joint ventures or investments we may make.
We do not assume any obligation to update any forward-looking
statements. http://www.newscom.com/cgi-bin/prnh/20050407/EYETLOGO
http://photoarchive.ap.org/ DATASOURCE: Eyetech Pharmaceuticals,
Inc. CONTACT: Investors: Glenn Sblendorio, Chief Financial Officer,
+1-212-824-3100, +1-212-824-3240 (fax), , Media: Chris Smith,
Public Relations & Corporate Communications, +1-212-824-3203,
+1-212-824-3240 (fax), , both of Eyetech Pharmaceuticals, Inc. Web
site: http://www.eyetk.com/
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