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2016-06-08

Sanofi : Sanofi Files Investor Presentation Regarding Proposed Acquisition of Medivation

Sanofi Files Investor Presentation Regarding Proposed Acquisition of
Medivation

Paris, France - June 8, 2016 -
Sanofitoday announced that it has filed an investor presentation with the U.S.
Securities and Exchange Commission ("SEC") in connection with its proposed
acquisition of Medivation, Inc. (NASDAQ: MDVN). This presentation is
available on the Investor Relations section of Sanofi's website.

Among other things, the presentation notes:

* The proposed transaction would provide compelling strategic and financial
benefits for Sanofi and Medivation shareholders;
* Sanofi's proposal is not subject to any financing condition and the company
is confident in its ability to receive all necessary regulatory approvals;
* Combining with Medivation would accelerate Sanofi's strategic priority of
rebuilding a competitive position in oncology;
* Sanofi has stated on several occasions that if Medivation were to engage
and provide information, it would be in a position to increase its offer
and is confident that it would be able to offer significant additional
value;
* Sanofi is willing to enter into a customary confidentiality agreement with
Medivation, which would include a reasonable standstill to give time for
Medivation to conduct a sale process;
* The consent solicitation process allows Medivation shareholders to
demonstrate support for a transaction by removing and replacing the
Medivation Board with directors committed to acting in the best interest of
maximizing value for Medivation shareholders;
* Sanofi believes there is a clear path to completion: the record date to
determine Medivation shareholders entitled to give their written consent
has been established as June 1, 2016; Sanofi expects the initial
Hart-Scott-Rodino (HSR) waiting period to expire on June 13, 2016; Sanofi
anticipates filing definitive consent solicitation materials in mid-June
2016; and Sanofi signed a consent on June 3, 2016 for the shares it owns in
Medivation and therefore expects that the 60-day consent solicitation
period will conclude no later than August 1, 2016; and
* Sanofi believes that Medivation's shareholders overwhelmingly support the
sale of Medivation and want Medivation to engage with Sanofi.

About Sanofi

Sanofi, a global healthcare leader, discovers, develops and distributes
therapeutic solutions focused on patients' needs. Sanofi is organized into
five global business units: Diabetes and Cardiovascular, General Medicines
and Emerging Markets, Sanofi Genzyme, Sanofi Pasteur and Merial. Sanofi is
listed in Paris (EURONEXT:SAN) and in New York (NYSE:SNY).

Sanofi Forward-Looking Statements
This press release contains forward-looking statements as defined in the
Private Securities Litigation Reform Act of 1995, as amended. Forward-looking
statements are statements that are not historical facts. These statements
include projections and estimates and their underlying assumptions,
statements regarding plans, objectives, intentions and expectations with
respect to future financial results, events, operations, services, product
development and potential, and statements regarding future performance.
Forward-looking statements are generally identified by the words "expects",
"anticipates", "believes", "intends", "estimates", "plans" and variations of
these words or comparable words. Although Sanofi's management believes that
the expectations reflected in such forward-looking statements are reasonable,
investors are cautioned that forward-looking information and statements are
subject to various risks and uncertainties, many of which are difficult to
predict and generally beyond the control of Sanofi, that could cause actual
results and developments to differ materially from those expressed in, or
implied or projected by, the forward-looking information and statements.
These risks and uncertainties include among other things, risks that Sanofi
will ultimately not pursue a transaction with Medivation or Medivation will
reject engaging in any transaction with Sanofi, if a transaction is
negotiated between Sanofi and Medivation, risks related to Sanofi's ability
to complete the acquisition on the proposed terms, the possibility that
competing offers will be made, other risks associated with executing business
combination transactions, such as the risk that the businesses will not be
integrated successfully, that such integration may be more difficult,
time-consuming or costly than expected or that the expected benefits of the
acquisition will not be realized, risks related to future opportunities and
plans for the combined company, including uncertainty of the expected
financial performance and results of the combined company following
completion of the proposed acquisition, disruption from the proposed
acquisition, making it more difficult to conduct business as usual or
maintain relationships with customers, employees or suppliers, and the
possibility that if the combined company does not achieve the perceived
benefits of the proposed acquisition as rapidly or to the extent anticipated
by financial analysts or investors, the market price of Sanofi's shares could
decline, as well as other risks related Sanofi's and Medivation's respective
businesses, including the ability to grow sales and revenues from existing
products, competition, including potential generic competition, the ability
to protect intellectual property and defend patents, regulatory obligations
and oversight, the uncertainties inherent in research and development, future
clinical data and analysis, including post marketing, decisions by regulatory
authorities, such as the FDA or the EMA, regarding whether and when to
approve any drug, device or biological application that may be filed for any
such product candidates as well as their decisions regarding labelling and
other matters that could affect the availability or commercial potential of
such product candidates, the absence of guarantee that the product candidates
if approved will be commercially successful, the future approval and
commercial success of therapeutic alternatives, the Group's ability to
benefit from external growth opportunities, trends in exchange rates and
prevailing interest rates, the impact of cost containment initiatives and
subsequent changes thereto, the average number of shares outstanding as well
as those discussed or identified in the public filings with the SEC and the
AMF made by Sanofi, including those listed under "Risk Factors" and
"Cautionary Statement Regarding Forward-Looking Statements" in Sanofi's
annual report on Form 20-F for the year ended December 31, 2015. Other than
as required by applicable law, Sanofi does not undertake any obligation to
update or revise any forward-looking information or statements.

Additional Information
This communication does not constitute an offer to buy or solicitation of an
offer to sell any securities. No tender offer for the shares of Medivation,
Inc. ("Medivation") has commenced at this time. In connection with the
proposed transaction Sanofi ("Sanofi") may file tender offer documents or
other documents with the U.S. Securities and Exchange Commission ("SEC").
This communication is not a substitute for any tender offer document or other
document Sanofi may file with the SEC in connection with the proposed
transaction. On June 7, 2016, Sanofi filed an amended preliminary consent
solicitation statement and accompanying WHITE consent card with the SEC with
respect to the solicitation of written consents of Medivation stockholders
(including any amendments and supplements, the "Consent Solicitation
Statement"). This communication is not a substitute for the definitive
consent solicitation statement that Sanofi intends to file with the SEC or
any other documents which Sanofi may file with the SEC in connection with the
consent solicitation. INVESTORS AND SECURITY HOLDERS OF MEDIVATION ARE URGED
TO READ THESE AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE CONSENT SOLICITATION AND THE PROPOSED TRANSACTION, AS
APPLICABLE. Investors and security holders will be able to obtain free copies
of these documents (if and when available) and other documents filed with the
SEC by Sanofi through the web site maintained by the SEC at
http://www.sec.gov
.

Certain Information Regarding Participants
Sanofi and certain of its directors and senior management may be deemed
participants in the solicitation of consents. You can find information about
Sanofi's directors and senior management in its annual report on Form 20-F
for the year ended December 31, 2015, which was filed with the SEC on March
4, 2016. In addition, you can find additional information regarding the
potential participants in the solicitation of consents in the Consent
Solicitation Statement. These documents are available free of charge at the
SEC's web site atwww.sec.gov.
Contacts:

-------------------------------------------------------------------------
| Media Relations Investor Relations |
| |
|Jack Cox and Laurence Bollack George Grofik |
|Tel. : +33 (0)1 53 77 46 46 Tel.: +33 (0)1 53 77 45 45 |
|mr@sanofi.com ir@sanofi.com |
| |
| |
| Innisfree |
|Joele Frank, Wilkinson Brimmer Katcher |
| Scott Winter or Larry Miller |
|Joele Frank, Andy Brimmer or James Golden Tel : +1-212-750-5833 |
|Tel: +1-212-355-4449 |
-------------------------------------------------------------------------
Press release
http://hugin.info/152918/R/2018868/749392.pdf

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Sanofi via Globenewswire

HUG#2018868

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