PRINCETON, N.J., June 27, 2013 /PRNewswire/ -- Omthera
Pharmaceuticals, Inc. (NASDAQ: OMTH) today announced that, as of
June 26, 2013, the Federal Trade
Commission granted early termination of the waiting period under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended, in connection with the previously announced merger
agreement, entered into on May 27,
2013, among Omthera Pharmaceuticals, Inc. (the "Company"),
Zeneca, Inc. ("Parent") and KAFA Acquisition Corp., a wholly owned
subsidiary of Parent.
The termination of the waiting period satisfies one of the
conditions to consummation of the proposed merger. The
parties currently expect to complete the merger in the third
quarter of 2013, subject to satisfaction of other closing
conditions, including receipt of the approval of the Company's
stockholders of the proposal to adopt the merger agreement.
About Omthera Pharmaceuticals, Inc.
Founded in 2008, the Company is an emerging specialty
pharmaceutical company that listed on NASDAQ in April 2013 (NASDAQ: OMTH). Led by a team of
experts with exceptional experience in developing new therapies for
lipid disorders, the Company is dedicated to developing innovative
therapies for the millions of patients who have elevated
triglyceride levels and increased risk of cardiovascular
disease. The Company currently has 14 employees based in
Princeton, New Jersey. For
more information please visit: http://www.omthera.com.
Important Information and Where to Find It
On June 13, 2013, the Company
filed with the Securities and Exchange Commission (the "SEC") a
definitive proxy statement in connection with the proposed
transaction (the "Definitive Proxy Statement") and, on June 14, 2013, the Company commenced mailing of
the Definitive Proxy Statement to its stockholders. INVESTORS
AND THE COMPANY'S STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE
PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC
WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE COMPANY.
Investors and stockholders may obtain free copies of the Definitive
Proxy Statement and other documents (when available) that the
Company files with the SEC at the SEC's website at
http://www.sec.gov. In addition, the Definitive Proxy
Statement and other documents filed by the Company with the SEC may
be obtained from the Company free of charge by directing a request
to Omthera Pharmaceuticals, Inc., Attn: Christian S. Schade, Executive Vice President
and Chief Financial Officer, 707 State Road, Princeton, New Jersey 08540.
Certain Information Concerning Participants
The Company and its directors and executive officers and certain
other persons may be deemed to be participants in the solicitation
of proxies from the Company's stockholders in connection with the
proposed transaction. Investors and stockholders may obtain
information regarding the names, affiliations and interests of the
Company's directors and executive officers in the Company's final
prospectus dated April 11, 2013 filed
pursuant to Rule 424(b) under the Securities Act with the SEC on
April 12, 2013 (the "Prospectus"),
and the Definitive Proxy Statement. To the extent holdings of
the Company's securities have changed since the amounts printed in
the Definitive Proxy Statement, such changes have been or will be
reflected on the Statements of Change in Ownership on Form 4 filed
with the SEC. These documents can be obtained free of charge
through the website maintained by the SEC at
http://www.sec.gov.
Safe Harbor for Forward-Looking Statements
This press release, in particular statements regarding the
proposed transaction between an affiliate of AstraZeneca PLC and
the Company, the expected timetable for completing the transaction,
future financial and operating results, benefits and synergies of
the transaction, future opportunities for the combined company and
any other statements about AstraZeneca PLC or Company managements'
future expectations, beliefs, goals, plans or prospects, includes
forward-looking statements that are based on certain beliefs and
assumptions and reflect the current expectations of the Company,
AstraZeneca PLC and their respective management. Statements that
are predictive in nature, that depend on or relate to future events
or conditions, or that include words such as "believes,"
"anticipates," "expects," "continues," "predict," "potential,"
"contemplates," "may," "will," "likely," "could," "should,"
"estimates," "intends," "plans" and other similar expressions are
forward-looking statements. All statements other than statements of
historical fact are statements that could be deemed forward-looking
statements. Forward-looking statements involve known and unknown
risks, assumptions and uncertainties that may cause actual results
in future periods to differ materially from those projected or
contemplated in the forward-looking statements, and you should not
place undue reliance on these statements. Some of the factors that
could cause actual results to differ materially from current
expectations are: the ability to consummate the proposed
transaction; any conditions imposed on the parties in connection
with the consummation of the proposed transaction; the failure of
the Company's stockholders to approve the proposed transaction; the
ability to obtain regulatory approvals of the proposed transaction;
the occurrence of any event, change or other circumstances that
could give rise to the termination of the agreement relating to the
proposed transaction; the Company's ability to maintain
relationships with employees and third parties following
announcement of the proposed transaction; the ability of the
parties to satisfy the conditions to the closing of the proposed
transaction; the risk that the proposed transaction may not be
completed in the time frame expected by the parties or at all; and
the risks that are described from time to time in the Company's
reports filed with the SEC, including the Prospectus, in other of
the Company's filings with the SEC from time to time, including
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and
on general industry and economic conditions. If the proposed
transaction is consummated, our stockholders will cease to have any
equity interest in the Company and will have no right to
participate in its earnings and future growth. The Company
disclaims any intention or obligation to update or revise any
forward looking statements, whether as a result of new information,
future events or otherwise.
Omthera Contact:
Christian S. Schade
Executive Vice President & Chief Financial Officer
Omthera Pharmaceuticals, Inc.
T: (908) 741-4399
E: info@Omthera.com
SOURCE Omthera Pharmaceuticals, Inc.
