gilead sciences immunomedics

As a result of the completion of the merger, Immunomedics has become a wholly owned subsidiary of Gilead and the common stock of Immunomedics will no longer be listed for trading on the Nasdaq Global Market, which is expected to take effect as of the close of market on October 23, 2020. Gilead Sciences (GILD) continued its transformation under new CEO Dan O’Day on Sunday with the acquisition of Immunomedics (IMMU) for $21 billion. -- Gilead Adds TrodelvyTM, First-in-Class Antibody-Drug Conjugate Approved to Treat Triple-Negative Breast Cancer, With Promise in Other Forms of Breast Cancer The company’s proprietary ADC platform centers on using a novel linker that does not require an enzyme to release the payload to deliver an active drug inside the tumor cell and the tumor microenvironment, thereby producing a bystander effect. Dr. Chau Cheng Following successful completion of the tender offer, Gilead will acquire all remaining shares not tendered in the offer through a second step merger at the same price as the tender offer. Douglas Maffei, PhD, Investors Lazard and Morgan Stanley & Co. LLC are acting as financial advisors to Gilead. Additional ongoing studies are evaluating the potential of Trodelvy as a treatment for non-small cell lung cancer and other solid tumor types. The $88-per-share price Gilead is paying for Immunomedics is about three times the small biotech’s value at the beginning of 2020. Free copies of these materials and certain other offering documents will be made available by Gilead by mail to Gilead Sciences, Inc., 333 Lakeside Drive, Foster City, CA 94404, attention: Investor Relations, by phone at 1-800-GILEAD-5 or 1-650-574-3000, or by directing requests for such materials to the information agent for the offer, which will be named in the Tender Offer Statement. The most common Grade 3 or 4 adverse events occurring in more than 5 percent of patients were neutropenia, white blood cell count decreased, anemia, hypophosphatemia, diarrhea, fatigue, nausea and vomiting. Immunomedics is a leader in next-generation antibody-drug conjugate (ADC) technology, committed to help transform the lives of people with hard-to-treat cancers. Alternatively, please call 877-359-9508 (U.S.) or 224-357-2393 (international) and dial the conference ID 5776009 to access the call. Gilead Sciences, Inc. (Nasdaq: GILD) today announced the completion of the previously announced transaction to acquire Immunomedics, Inc. (Nasdaq: IMMU) for approximately $21 billion in the aggregate. This communication contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, related to Gilead, Immunomedics and the acquisition of Immunomedics by Gilead that are subject to risks, uncertainties and other factors. New York (CNN Business) Gilead Sciences will acquire biopharmaceutical company Immunomedics for $21 billion, the company announced on Sunday. Amy Flood, Media The webcast will be archived on www.gilead.com for one year. The tender offer is not subject to a financing condition and will be funded through approximately $15 billion in cash on hand, as well as approximately $6 billion in newly issued debt. Through the acquisition, Gilead Sciences gets access to Trodelvy (sacituzumab govitecan-hziy), a Trop-2 directed ADC that was given accelerated approval in April 2020 by the US Food and Drug Administration (FDA). Gilead Sciences (NASDAQ: GILD) has hit the news cycles with reports of a $21 billion deal to buy Immunomedics (NASDAQ: IMMU). FOSTER CITY, Calif. -- (BUSINESS WIRE)--Oct. 23, 2020-- Gilead Sciences, Inc. (Nasdaq: GILD) today announced the completion of the previously announced transaction to acquire Immunomedics, Inc. (Nasdaq: IMMU) for approximately $21 billion in the aggregate. Pursuant to the merger agreement, Gilead and Purchaser commenced a tender offer on September 24, 2020, to acquire all outstanding shares of Immunomedics at a price of $88.00 per share, net to the seller in cash, without interest. Trodelvy (sacituzumab govitecan-hziy) is a Trop-2 directed antibody-drug conjugate indicated for the treatment of adult patients with metastatic triple-negative breast cancer (mTNBC) who have received at least two prior therapies for metastatic disease. This document is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares of Immunomedics, nor is it a substitute for any tender offer materials that Gilead, Purchaser or Immunomedics will file with the SEC. Actual results may differ materially from those currently anticipated due to a number of risks and uncertainties. Under the terms of the merger agreement, a wholly-owned subsidiary of Gilead will promptly commence a tender offer to acquire all of the outstanding shares of Immunomedics’ common stock. (650) 522-5643, Immunomedics Contacts: Gilead expects to retain an investment grade credit rating following this transaction and this agreement does not alter Gilead’s stated capital allocation strategy or its commitment to maintain and grow its dividend over time. “We are excited for the opportunities ahead of us as we join with Gilead to advance our shared mission in defeating cancer. Gilead Sciences is set to acquire Immunomedics in a $21 billion dollar deal, which is expected to close in the fourth quarter of 2020. Darren Opland, PhD, Media The $88.00 per share acquisition price represents a 108 percent premium to Immunomedics’ closing price on September 11, 2020. The tender offer described in this communication has not yet commenced. View source version on businesswire.com: Trodelvy, the company’s lead ADC, is the first ADC the FDA has approved for the treatment of people with metastatic triple-negative breast cancer and is also the first FDA-approved anti-Trop-2 ADC. Continued approval for this indication may be contingent upon verification and description of clinical benefit in confirmatory trials. The transaction, which values Immunomedics at approximately $21 billion, was unanimously approved by both the Gilead and Immunomedics Boards of Directors and is anticipated to close during the fourth quarter of 2020. Some content on this site is not intended for people outside the United States. 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, Gilead and Immunomedics file annual, quarterly and current reports, proxy statements and other information with the SEC. The agreement will provide Gilead with TrodelvyTM (sacituzumab govitecan-hziy), a first-in-class Trop-2 directed antibody-drug conjugate (ADC) that was granted accelerated approval by the U.S. Food and Drug Administration (FDA) in April for the treatment of adult patients with metastatic triple-negative breast cancer (mTNBC) who have received at least two prior therapies for metastatic disease. (650) 522-2739. Trodelvy, the company’s lead ADC, is the first ADC the FDA has approved for the treatment of people with metastatic triple-negative breast cancer and is also the first FDA-approved anti-Trop-2 ADC. The information on its website does not, however, form a part of this press release. Risks and uncertainties that could cause the actual results to differ from expectations contemplated by forward-looking statements include: the effects of the transaction on relationships with employees, other business partners or governmental entities; the difficulty of predicting the timing or outcome of regulatory approvals or actions, if any; Immunomedics’ ability to meet post-approval compliance obligations (on topics including but not limited to product quality, product distribution and supply chain requirements, and promotional and marketing compliance); imposition of significant post-approval regulatory requirements on Immunomedics’ products, including a requirement for a post-approval confirmatory clinical study, or failure to maintain (if received) or obtain full regulatory approval for Immunomedics’ products due to a failure to satisfy post-approval regulatory requirements, such as the submission of sufficient data from a confirmatory clinical study; the impact of competitive products and pricing; other business effects, including the effects of industry, economic or political conditions outside of the companies’ control; transaction costs; actual or contingent liabilities; adverse impacts on business, operating results or financial condition in the future due to pandemics, epidemics or outbreaks, such as COVID-19; and other risks and uncertainties detailed from time to time in the companies’ periodic reports filed with the U.S. Securities and Exchange Commission, including current reports on Form 8-K, quarterly reports on Form 10-Q and annual reports on Form 10-K. All forward-looking statements are based on information currently available to Gilead and Immunomedics, and Gilead and Immunomedics assume no obligation and disclaim any intent to update any such forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties and are cautioned not to place undue reliance on these forward-looking statements. Gilead has operations in more than 35 countries worldwide, with headquarters in Foster City, California. For additional information on the Company, please visit its website at http://www.immunomedics.com. This press release features multimedia. See trodelvy.com for additional U.S. important safety information and full Prescribing Information, including Boxed Warning. Gilead's $21 billion price tag for Immunomedics is based on "heroic revenue assumptions" around Trodelvy's peak sales, one analyst says. “We are very pleased to reach today’s milestone and to welcome the talented Immunomedics team to the Gilead family. View the full release here: https://www.businesswire.com/news/home/20200913005051/en/. On October 23, 2020, Gilead successfully completed the tender offer for all outstanding shares of common stock of Immunomedics and accepted for payment all shares validly tendered and not withdrawn as of the expiration time of the tender offer, and Gilead will promptly pay for such shares, which shares represented approximately 81.38% of Immunomedics’ outstanding shares (not including 12,451,797 shares delivered through Notices of Guaranteed Delivery, representing approximately 5.38% of the shares outstanding). Gilead Sciences Statement on Recent Events in Washington, D.C. Gilead Announces New Arm of HIV Women’s Prevention Study to Evaluate the Investigational Long-Acting HIV-1 Capsid Inhibitor Lenacapavir in Addition to Descovy for PrEP®, Gilead Sciences Statement on The World Health Organization’s Updated Veklury® (Remdesivir) COVID-19 Treatment Guidelines, https://www.businesswire.com/news/home/20201023005301/en/. FOSTER CITY, Calif.--(BUSINESS WIRE)-- Gilead Sciences, Inc. is a research-based biopharmaceutical company focused on the discovery, development, and commercialization of innovative medicines. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including all statements regarding the intent, belief or current expectation of the companies’ and members of their senior management team. Immunomedics is a leader in next-generation antibody-drug conjugate (ADC) technology, committed to help transform the lives of people with hard-to-treat cancers. Actual results may differ materially from those currently anticipated due to a number of risks and uncertainties. Detailed results from this study are expected to be presented at the upcoming European Society for Medical Oncology (ESMO) Virtual Congress 2020. On September 13, 2020, Gilead and Immunomedics announced that Gilead, Immunomedics and Maui Merger Sub, Inc., a wholly owned subsidiary of Gilead (“Purchaser”) had signed a definitive merger agreement pursuant to which a tender offer would be made. At the time the tender offer is commenced, Gilead will file a Tender Offer Statement on Schedule TO with the SEC, and Immunomedics will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. Beyond mTNBC, Trodelvy is also being studied in an ongoing Phase 3 trial in third line HR+/HER2- breast cancer and a registrational Phase 2 study in bladder cancer. The company best known for antiviral treatments made Immunomedics (NASDAQ:IMMU) a juicy buyout offer that values the recently successful cancer … © 1996-2021 Gilead Sciences, Inc. All rights reserved. For more information on Gilead Sciences, please visit the company’s website at www.gilead.com. By working with Gilead, we have the opportunity to accelerate our progress and improve care for patients in need of new therapies.”. All outstanding shares of common stock of Immunomedics, other than (i) shares owned by Gilead, Purchaser or any of Gilead’s direct or indirect wholly owned subsidiaries, (ii) shares owned by Immunomedics (or held in Immunomedics’ treasury) and (iii) shares held by Immunomedics stockholders who properly demand appraisal for their shares under Delaware law, were cancelled and converted into the right to receive cash equal to the $88.00 price per share. Centerview Partners LLC and BofA Securities are acting as financial advisors to Immunomedics. 米Gilead Sciences社は、2020年9月13日、米Immunomedics社と買収契約を正式に結んだと発表した。両社の取締役会は既に全会一致で合併を承認しており、取引終了は2020年第4四半期になると予想されている。 The company strives to transform and simplify care for people with life-threatening illnesses around the world. All forward-looking statements are based on information currently available to Gilead and Immunomedics, and Gilead and Immunomedics assume no obligation and disclaim any intent to update any such forward-looking statements. (646) 627-8387 Pursuant to the terms of the merger agreement, Purchaser merged with and into Immunomedics on October 23, 2020. This indication is approved under accelerated approval based on tumor response rate and duration of response. The Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, will be sent to all stockholders of Immunomedics at no expense to them. “This acquisition represents significant progress in Gilead’s work to build a strong and diverse oncology portfolio. Additional copies may be obtained for free by contacting Gilead or Immunomedics. 14-min read -- Gilead Adds TrodelvyTM, First-in-Class Antibody-Drug Conjugate Approved to … Two percent of patients discontinued treatment due to adverse events. Risks and uncertainties that could cause the actual results to differ from expectations contemplated by forward-looking statements include: uncertainties as to the timing of the tender offer and merger; uncertainties as to how many of Immunomedics’ stockholders will tender their stock in the offer; the possibility that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of the transaction on relationships with employees, other business partners or governmental entities; the difficulty of predicting the timing or outcome of regulatory approvals or actions, if any; Immunomedics’ ability to meet post-approval compliance obligations (on topics including but not limited to product quality, product distribution and supply chain requirements, and promotional and marketing compliance); imposition of significant post-approval regulatory requirements on Immunomedics’ products, including a requirement for a post-approval confirmatory clinical study, or failure to maintain (if received) or obtain full regulatory approval for Immunomedics’ products due to a failure to satisfy post-approval regulatory requirements, such as the submission of sufficient data from a confirmatory clinical study; the impact of competitive products and pricing; other business effects, including the effects of industry, economic or political conditions outside of the companies’ control; transaction costs; actual or contingent liabilities; adverse impacts on business, operating results or financial condition in the future due to pandemics, epidemics or outbreaks, such as COVID-19; and other risks and uncertainties detailed from time to time in the companies’ periodic reports filed with the U.S. Securities and Exchange Commission (the “SEC”), including current reports on Form 8-K, quarterly reports on Form 10-Q and annual reports on Form 10-K, as well as the Schedule 14D-9 to be filed by Immunomedics and the Schedule TO and related tender offer documents to be filed by Gilead and Maui Merger Sub, Inc., a wholly owned subsidiary of Gilead. Gilead Sciences (GILD) is nearing a deal to buy biotech Immunomedics Inc for more than $20 billion, says the Wall Street Journal, which cites people familiar with the matter.Immunomedics … Telephone replay will be available approximately two hours after the call through 8:00 p.m. Eastern Time, September 15, 2020. Gilead Sciences Inc. agreed to acquire Immunomedics Inc. for about $21 billion, a substantial premium for the maker of a promising breast-cancer therapy, and another big bet by Gilead … “We look forward to welcoming the talented Immunomedics team to Gilead so we can continue to advance this important new medicine for the benefit of patients with cancer worldwide.”, “We are very pleased that Gilead recognized the value of Trodelvy – both for the important role it has already begun to play for patients with metastatic triple-negative breast cancer and for its potential to help many other patients with cancer in the future,” said Behzad Aghazadeh, PhD, Executive Chairman of Immunomedics. 2 talking about this. Forward-looking statements include, without limitation, statements regarding the business combination and related matters, prospective performance and opportunities, post-closing operations and the outlook for the companies’ businesses, including, without limitation, the ability of Gilead to advance Immunomedics’ product pipeline and successfully commercialize Trodelvy; expectations for achieving full U.S. Food and Drug Administration approval based on Immunomedics’ confirmatory data for Trodelvy and Immunomedics’ development of Trodelvy for additional indications; clinical trials (including the anticipated timing of clinical data; the funding therefor, anticipated patient enrollment, trial outcomes, timing or associated costs); the possibility of unfavorable results from clinical trials; regulatory applications and related timelines, including the filing and approval timelines for Biologics License Applications and supplements; filings and approvals relating to the transaction; the expected timing of the completion of the transaction; the ability to complete the transaction considering the various closing conditions; difficulties or unanticipated expenses in connection with integrating the companies; and any assumptions underlying any of the foregoing. Immunomedics wasn’t the only oncology-focused takeover Gilead pulled off last year. Gilead Sciences, Inc. (Nasdaq: GILD) today announced the completion of the previously announced transaction to acquire Immunomedics, Inc. (Nasdaq: IMMU) for approximately $21 billion in … The Tender Offer Statement and the Solicitation/Recommendation Statement will be made available for free at the SEC’s web site at www.sec.gov. FOSTER CITY, Calif. & MORRIS PLAINS, N.J.--(BUSINESS WIRE)-- (RTTNews) - Gilead Sciences, Inc. (GILD) announced the completion of the transaction to acquire Immunomedics, Inc. (IMMU) for approximately $21 …

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