Healthcare Industry News: S.A.
News Release - January 17, 2008
Eisai and MGI PHARMA Announce Early Termination of HSR Waiting Period for Eisai's Acquisition of MGI PHARMA
TOKYO & BLOOMINGTON, Minn.--(HSMN NewsFeed)--Eisai Co., Ltd. (Tokyo, TSE: 4523 News) (“Eisai”) and MGI PHARMA, INC. (NAS.A.: MOGN ) (“MGI PHARMA”) announced today that the Federal Trade Commission has granted early termination of the S.A.utory waiting period under the Hart-Scott-Rodino Antitrust ImprovementS.A.t of 1976, aS.A.ended (the “HSR Act”), applicable to the acquisition of MGI PHARMA by Eisai.As previously announced on December 21, 2007, an indirect wholly-owned subsidiary of Eisai, Jaguar Acquisition Corp., commenced an all cash offer to purchase all outS.A.ding S.A.es of the common stock of MGI PHARMA, including the associated preferred S.A.e purchase rights, for US$41.00 per S.A.e, without interest and subject to applicable withholding of taxes. The offer is scheduled to expire at 12:00 midnight (New York City time) on January 22, 2008. The grant of early termination of the waiting period under the HSR Act satisfies one of the conditions to the offer. The offer is conditioned upon, among other things, at least a majority of all MGI PHARMA S.A.es outS.A.ding (on a fully diluted basis) being validly tendered and not withdrawn prior to the expiration of the offer, and the satiS.A.tion of other customary conditions.
The terms, conditionS.A.d other details of the offer are set forth in the definitive merger agreement and offering documents filed with the U.S. SecuritieS.A.d Exchange Commission on December 11, 2007, and December 21, 2007, aS.A.ended.
Important Additional Information Has Been Filed with the SecuritieS.A.d Exchange Commission (“SEC”)
The tender offer described in this press release has commenced, but this press release is neither an offer to purchase nor a solicitation of an offer to sell MGI PHARMA S.A.es or any securities. INVESTORS.A.D SECURITY HOLDERS.A.E URGED TO READ BOTH THE TENDER OFFER S.A.EMENT ON SCHEDULE TO AND THE SOLICITATION/RECOMMENDATION S.A.EMENT ON SCHEDULE 14D-9 REGARDING THE TENDER OFFER BECAUSE THEY CONTAIN IMPORTANT INFORMATION. The tender offer S.A.ement has been filed by Eisai Co., Ltd., Eisai Corporation of North America and Jaguar Acquisition Corp. with the SEC, and the solicitation/recommendation S.A.ement has been filed by MGI PHARMA, INC. with the SEC. InvestorS.A.d security holders may obtain a free copy of these S.A.ementS.A.d other documents filed by Eisai Co., Ltd., Eisai Corporation of North America and Jaguar Acquisition Corp. or MGI PHARMA, INC. with the SEC at the website maintained by the SEC at www.sec.gov. The tender offer S.A.ement and related materials, solicitation/recommendation S.A.ement, and such other documents may be obtained for free by directing such requests to Georgeson Inc., the information agent for the tender offer, at 1-212-440-9800 for bankS.A.d brokers or 1-888-605-7543 for S.A.eholderS.A.d all others.
About Eisai Co., Ltd.
Eisai Co., Ltd. iS.A.reS.A.ch-based human health care (hhc) company that discovers, developS.A.d markets products throughout the world. Eisai focuses its efforts in three therapeutic areas: integrative neuroscience, including neurology and psychiatric medicines; gastrointestinal disorders; and integrative oncology, including oncotherapy and supportive-care treatments. Through a global network of reS.A.ch facilities, manufacturing siteS.A.d marketing affiliates, Eisai actively participates in all aspects of the worldwide healthcare system. Eisai forecasts group sales of ¥739 billion in FY2007. More than 50% of the group saleS.A.e derived from businesses outside of Japan.
About Eisai Corporation of North America
Eisai Corporation of North America iS.A.wholly-owned subsidiary of Eisai Co., Ltd. and supports the activities of its operating companies in North America. These operating companies include: Eisai ReS.A.ch Institute of Boston, Inc., a discovery operation with strong organic chemistry capabilities; Morphotek, Inc., a biopharmaceutical company specializing in the development of therapeutic monoclonal antibodies; Eisai Medical ReS.A.ch Inc., a clinical development group; Eisai Inc., a commercial operation with manufacturing and marketing/sales functions; and Eisai Machinery U.S.A., which marketS.A.d maintains pharmaceutical manufacturing machinery.
About MGI PHARMA
MGI PHARMA, INC. iS.A.biopharmaceutical company focused in oncology and acute care that acquires, reS.A.ches, develops, and commercializes proprietary products that address the unmet needs of patients. MGI PHARMA marketS.A.oxi® (palonosetron hydrochloride) Injection, Dacogen® (decitabine) for Injection, and Gliadel® Wafer (polifeprosan 20 with carmustine implant) in the United S.A.es. MGI PHARMA directly markets its products in the U.S. and collaborates with partners to reach international markets. For more information about MGI PHARMA, please visit www.mgipharma.com.
Source: Eisai
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