ANNAPOLIS, Md., March 13, 2017 /PRNewswire/ -- PharmAthene,
Inc. (NYSE MKT: PIP), a biodefense company developing medical
countermeasures against anthrax, announced today that it has
established a record date and meeting date for a special meeting of
stockholders to vote upon, among other things, the proposal to
adopt the agreement and plan of merger and reorganization involving
PharmAthene and Altimmune, Inc.
PharmAthene stockholders of record at the close of business on
March 22, 2017, will be entitled to
receive the notice of, and to vote at, the PharmAthene special
meeting. The PharmAthene special meeting will be held on
May 4, 2017.
About PharmAthene
PharmAthene is engaged in the development of a next generation
anthrax vaccine that is intended to improve protection and safety
while having favorable dosage and storage requirements compared to
other anthrax vaccines.
The Proposed Merger
Pursuant to the agreement and plan of merger and reorganization,
PharmAthene's wholly-owned subsidiary, Mustang Merger Sub Corp I
Inc., will be merged with and into Altimmune, with Altimmune as the
surviving subsidiary, and immediately thereafter, Altimmune will be
merged with and into Mustang Merger Sub II LLC, with Mustang Merger
Sub II LLC as the surviving entity in such merger. Following the
consummation of the mergers, PharmAthene will change its name to
"Altimmune, Inc."
Forward-Looking Statement Disclaimer
Except for the historical information presented herein, matters
discussed may constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995
that are subject to certain risks and uncertainties that could
cause actual results to differ materially from any future results,
performance or achievements expressed or implied by such
statements. Statements that are not historical facts, including
statements preceded by, followed by, or that include the words
"potential"; "believe"; "anticipate"; "intend"; "plan"; "expect";
"estimate"; "could"; "may"; "should"; "will"; "project"; or similar
statements are forward-looking statements. Risks and uncertainties
include risks associated with our ability to consummate the mergers
with Altimmune, our ability to advance our next generation anthrax
vaccine programs; and other risks detailed from time to time in
PharmAthene's Forms 10-K and 10-Q under the caption "Risk Factors",
its Registration Statement on Form S-4 filed with the U.S.
Securities and Exchange Commission (SEC) on February 3, 2017 and in its other reports and
registration statements filed with the SEC. PharmAthene disclaims
any intent or obligation to update these forward-looking statements
other than as required by law.
This communication is being made in respect of the proposed
mergers involving PharmAthene, Inc. and Altimmune, Inc. PharmAthene
has filed with the SEC, a current report on Form 8-K, which
included the merger agreement and related documents. In addition,
PharmAthene has filed a registration statement on Form S-4 with the
SEC, which contains a proxy statement/prospectus/consent
solicitation and other relevant materials, and plans to file with
the SEC other documents regarding the proposed transaction. The
final proxy statement/prospectus/consent solicitation will be sent
to the stockholders of PharmAthene and Altimmune. The proxy
statement/prospectus contains information about PharmAthene,
Altimmune, the proposed merger and related matters. STOCKHOLDERS
ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS/CONSENT
SOLICITATION (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND
OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY, AS
THEY CONTAIN IMPORTANT INFORMATION THAT STOCKHOLDERS SHOULD
CONSIDER BEFORE MAKING A DECISION ABOUT THE MERGERS AND RELATED
MATTERS. In addition to receiving the proxy
statement/prospectus/consent solicitation and proxy card by mail,
stockholders will also be able to obtain the proxy
statement/prospectus/consent solicitation, as well as other filings
containing information about PharmAthene, without charge, from the
SEC's website (http://www.sec.gov) or, without charge, by directing
a written request to: PharmAthene, Inc., One Park Place, Suite 450, Annapolis, Maryland 21401, Attention: Investor
Relations.
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
in connection with the proposed merger shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
Participants in Solicitation
PharmAthene and its executive officers and directors may be
deemed to be participants in the solicitation of proxies from
PharmAthene's stockholders with respect to the matters relating to
the proposed mergers. Altimmune and its officers and directors may
also be deemed participants in such solicitation. Information
regarding PharmAthene's executive officers and directors is
available in PharmAthene's Annual Report on Form 10-K, to be filed
with the SEC on or about March 13,
2017. Information regarding any interest that PharmAthene,
Altimmune or any of the executive officers or directors of
PharmAthene or Altimmune may have in the transaction with Altimmune
is set forth in the proxy statement/prospectus/consent solicitation
that PharmAthene has filed with the SEC in connection with its
stockholder vote on matters relating to the proposed mergers.
Stockholders will be able to obtain this information by reading the
proxy statement/prospectus/consent solicitation when it becomes
available.
Copies of PharmAthene's public disclosure filings are available
on our website under the investor relations tab at
www.PharmAthene.com.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/pharmathene-announces-record-date-and-meeting-date-for-special-meeting-of-stockholders-regarding-proposed-merger-transaction-with-altimmune-300422414.html
SOURCE PharmAthene, Inc.