INDIANAPOLIS, Nov. 8, 2023
/PRNewswire/ -- Eli Lilly and Company (NYSE: LLY) today
announced the extension of the expiration of the tender offer to
acquire all of the issued and outstanding shares ("Shares") of
common stock of POINT Biopharma Global Inc. (NASDAQ: PNT), for a
purchase price of $12.50 per share in
cash, without interest and less any applicable tax withholding.
The tender offer, which was previously scheduled to expire at
one minute past 11:59 p.m., Eastern
time, on Nov. 9, 2023, has
been extended until 5:00 p.m., Eastern
time, on Nov. 16, 2023, unless
the tender offer is further extended or earlier terminated, in
order for the parties to satisfy outstanding closing conditions.
The proposed acquisition is expected to close near the end of 2023,
subject to customary closing conditions, including the tender of at
least a majority of the outstanding Shares as of the expiration of
the tender offer.
Computershare Trust Company, N.A., the depositary and paying
agent for the tender offer, has advised Lilly that, as of
4:00 p.m., Eastern time, on
Nov. 8, 2023, approximately
14,985,888 Shares have been validly tendered and not
properly withdrawn in the tender offer, representing approximately
14.16% of the issued and outstanding Shares, as
of such date and time. Holders that have previously tendered their
Shares do not need to re-tender their Shares or take any other
action in response to the extension of the tender offer. Questions
or requests for assistance may be directed to Georgeson LLC, the
information agent for the tender offer, by calling toll free
1-800-932-9864 or via email to Pointbiopharma@georgeson.com.
About Lilly
Lilly unites caring with discovery to
create medicines that make life better for people around the world.
We've been pioneering life-changing discoveries for nearly 150
years, and today our medicines help more than 51 million people
across the globe. Harnessing the power of biotechnology, chemistry
and genetic medicine, our scientists are urgently advancing new
discoveries to solve some of the world's most significant health
challenges, redefining diabetes care, treating obesity and
curtailing its most devastating long-term effects, advancing the
fight against Alzheimer's disease, providing solutions to some of
the most debilitating immune system disorders, and transforming the
most difficult-to-treat cancers into manageable diseases. With each
step toward a healthier world, we're motivated by one thing: making
life better for millions more people. That includes delivering
innovative clinical trials that reflect the diversity of our world
and working to ensure our medicines are accessible and affordable.
To learn more, visit Lilly.com and Lilly.com/news or follow us
on Facebook, Instagram, and LinkedIn. C-LLY
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking
statements regarding Lilly's proposed acquisition
of POINT and the anticipated occurrence, manner and timing of
the proposed tender offer and the closing of the proposed
acquisition. All statements other than statements of historical
fact are statements that could be deemed forward-looking
statements. Forward-looking statements reflect current beliefs
and expectations; however, these statements involve inherent
risks and uncertainties, including with respect to
consummating the proposed acquisition and any competing offers
or acquisition proposals for POINT, drug research, development and
commercialization, Lilly's evaluation of the accounting
treatment of the potential acquisition and its potential impact on
its financial results and financial guidance, uncertainties as to
how many of POINT's stockholders will tender their stock in the
tender offer, the effects of the proposed acquisition (or the
announcement thereof) on POINT's stock price, relationships with
key third parties or governmental entities, transaction costs,
risks that the proposed acquisition disrupts current plans and
operations or adversely affects employee retention, potentially
diverting management's attention from POINT's ongoing business
operations, changes in POINT's business during the period between
announcement and closing of the proposed acquisition, and any legal
proceedings that have been or may be instituted related to the
proposed acquisition. Actual results could differ materially due to
various factors, risks and uncertainties. Among other things,
there can be no guarantee that the proposed acquisition will be
completed in the anticipated timeframe or at all, that the
conditions required to complete the proposed acquisition will be
met, that any event, change or other circumstance that could give
rise to the termination of the definitive agreement for the
proposed acquisition will not occur, that Lilly will
realize the expected benefits of the proposed acquisition, that
product candidates will be approved on anticipated timelines or at
all, that any products, if approved, will be commercially
successful, that Lilly's financial results will be consistent
with its expected 2023 guidance or that Lilly can
reliably predict the impact of the proposed acquisition on its
financial results or financial guidance. For further
discussion of these and other risks and uncertainties,
see Lilly's and POINT's most recent Form 10-K and Form 10-Q
filings with the United States Securities and Exchange
Commission (the "SEC"). Except as required by law, neither
Lilly nor POINT undertakes any duty to update forward-looking
statements to reflect events after the date of this press
release.
Additional Information about the Acquisition and Where to
Find It
In connection with the proposed acquisition of
POINT, Lilly caused its acquisition subsidiary to commence a tender
offer for all of the issued and outstanding shares of common stock
of POINT. This communication is for informational purposes only and
is neither an offer to purchase nor a solicitation of an offer to
sell any securities, nor is it a substitute for the tender offer
materials that Lilly and its acquisition subsidiary filed
with the SEC upon commencement of the tender offer. A
solicitation and offer to buy outstanding shares of POINT is being
made only pursuant to the tender offer materials that Lilly and its
acquisition subsidiary have filed with the SEC. Lilly and its
acquisition subsidiary have filed with the SEC a tender offer
statement on Schedule TO, and POINT has filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with
the SEC with respect to the tender offer. THE TENDER
OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER
OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE
SOLICITATION/RECOMMENDATION STATEMENT CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO. INVESTORS
AND STOCKHOLDERS OF POINT ARE URGED TO READ THESE DOCUMENTS
CAREFULLY (AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO
TIME) BECAUSE THEY CONTAIN IMPORTANT INFORMATION THAT INVESTORS AND
STOCKHOLDERS OF POINT SHOULD CONSIDER BEFORE MAKING ANY DECISION
REGARDING TENDERING THEIR SHARES OF COMMON STOCK IN THE TENDER
OFFER. The tender offer materials (including the Offer to Purchase
and the related Letter of Transmittal) are available to all
stockholders of POINT at no expense to them at Lilly's website at
investor.lilly.com. The information contained in, or that can be
accessed through, Lilly's website is not a part of, or incorporated
by reference in, this press release. The tender offer materials
(including the Offer to Purchase and the related Letter of
Transmittal), as well as the Solicitation/Recommendation Statement,
are also available for free on the SEC's website
at www.sec.gov. In addition to the Offer to Purchase, the
related Letter of Transmittal and certain other tender offer
documents, as well as the Solicitation/Recommendation
Statement, Lilly and POINT file annual, quarterly, and
current reports, proxy statements and other information with the
SEC. You may read any reports, statements or other information
filed by Lilly and POINT with the SEC for free on
the SEC's website at www.sec.gov.
Refer
to:
|
Jordan Bishop;
jordan.bishop@lilly.com; 317-473-5712 (Media)
|
|
Joe Fletcher;
jfletcher@lilly.com; 317-296-2884 (Investors)
|
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SOURCE Eli Lilly and Company