Angiotech Announces Extension of the Expiration Date of its Tender Offer for Senior Floating Rate Notes Due 2013 and 7.75% Senio
22 August 2008 - 7:00PM
PR Newswire (US)
VANCOUVER, Aug. 22 /PRNewswire-FirstCall/ -- Angiotech
Pharmaceuticals, Inc. ("Angiotech")
(NASDAQ:ANPINASDAQ:TSX:NASDAQ:ANP), a global specialty
pharmaceutical and medical device company, today announced that in
connection with the previously announced tender offer (the "Tender
Offer") for its outstanding Senior Floating Rate Notes Due 2013
(CUSIP # 034918AF9) (the "First Priority Notes"), and its
outstanding 7.75% Senior Subordinated Notes Due 2014 (CUSIP #
034918AC6) (the "Second Priority Notes" and collectively with the
First Priority Notes, the "Notes"), that it has extended the date
on which the tender offer will expire (the "Expiration Date") from
12:00 midnight, New York City time, on August 22, 2008, to 12:00
midnight, New York City time, on September 12, 2008. The Expiration
Date is dependent on the date of the Angiotech shareholders meeting
that will be called to approve the investment in Angiotech
Pharmaceutical Interventions, a newly formed subsidiary of
Angiotech, by Ares Management LLP and New Leaf Venture Partners
(the "API Investment"), because the proceeds of the API Investment
are needed to fund the tender offer. The date of the shareholders
meeting has not yet been determined and the Expiration Date remains
subject to extension by Angiotech in its sole discretion. The
Tender Offer is being made pursuant to the terms and conditions set
forth in the Offer to Purchase, dated July 7, 2008, and the
accompanying "Letter of Transmittal," which were previously sent to
holders of Notes. Further details about the terms and conditions of
the tender offer are set forth therein. Angiotech has retained
Goldman, Sachs & Co. to act as the exclusive dealer manager for
the tender offer. Global Bondholder Services Corporation is the
Information Agent for the tender offer. Questions regarding the
transaction should be directed to Goldman, Sachs & Co. at (877)
686-5059 (toll-free) or (212) 357-0775 (collect). Requests for
documentation should be directed to Global Bondholder Services
Corporation at (866) 387-1500 (toll-free) or (212) 430-3774
(collect). Cautionary Statement Regarding Forward-Looking
Statements
---------------------------------------------------------
Statements contained in this press release that are not based on
historical fact, including without limitation statements containing
the words "believes," "may," "plans," "will," "estimate,"
"continue," "anticipates," "intends," "expects" and similar
expressions, constitute "forward-looking statements" within the
meaning of the U.S. Private Securities Litigation Reform Act of
1995 and "forward-looking information" within the meaning of
applicable Canadian securities laws. All such statements are made
pursuant to the "safe harbor" provisions of applicable securities
legislation. Forward-looking statements may involve, but are not
limited to, comments with respect to our objectives and priorities
for the second half of 2008 and beyond, our strategies or future
actions, our targets, expectations for our financial condition and
the results of, or outlook for, our operations, research
development and product and drug development. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause the actual results, events or developments
to be materially different from any future results, events or
developments expressed or implied by such forward-looking
statements. Many such risks, uncertainties and other factors are
taken into account as part of our assumptions underlying these
forward-looking statements and include, among others, the
following: general economic and business conditions, both
nationally and in the regions in which we operate; market demand;
technological changes that could impact our existing products or
our ability to develop and commercialize future products;
competition; existing governmental regulations and changes in, or
the failure to comply with, governmental regulations; adverse
results or unexpected delays in pre-clinical and clinical product
development processes; adverse findings related to the safety
and/or efficacy of our products or products sold by our partners;
decisions, and the timing of decisions, made by health regulatory
agencies regarding approval of our technology and products; and the
requirement for substantial funding to conduct research and
development and to expand manufacturing and commercialization
activities or consummate acquisitions. In addition, our business is
subject to certain operating risks that may cause any results
expressed or implied by the forward-looking statements in this
press release to differ materially from our actual results. These
operating risks include: our ability to attract and retain
qualified personnel; our ability to successfully complete
pre-clinical and clinical development of our products; changes in
business strategy or development plans; our failure to obtain
patent protection for discoveries; loss of patent protection
resulting from third party challenges to our patents;
commercialization limitations imposed by patents owned or
controlled by third parties; our ability to obtain rights to
technology from licensors; liability for patent claims and other
claims asserted against us; our ability to obtain and enforce
timely patent and other intellectual property protection for our
technology and products; the ability to enter into, and to
maintain, corporate alliances relating to the development and
commercialization of our technology and products; market acceptance
of our technology and products; our ability to successfully
manufacture, market and sell our products; the continued
availability of capital to finance our activities; and any other
factors referenced in our other filings with the Securities and
Exchange Commission (the "SEC"). Given these uncertainties,
assumptions and risk factors, readers are cautioned not to place
undue reliance on such forward-looking statements. Except as
required by law, we disclaim any obligation to update any such
factors or to publicly announce the result of any revisions to any
of the forward-looking statements contained in this press release
to reflect future results, events or developments. Additional
Information and Where to Find It
------------------------------------------- In connection with the
proposed establishment of separate royalty and operating businesses
and the proposed API Investment, Angiotech filed a preliminary
proxy statement with the SEC. The preliminary proxy statement is
not yet final and will be amended. Noteholders and shareholders are
urged to read the final proxy statement (and all amendments and
supplements to it) and other materials that Angiotech may file with
the SEC when they become available in their entirety, because they
contain important information about the proposed transaction. The
final proxy statement will be mailed to Angiotech's shareholders.
Noteholders and shareholders will be able to obtain free copies of
the final proxy statement, as well as Angiotech's other filings,
without charge, at the SEC's website (http://www.sec.gov/) when
they become available. Copies of the filings may also be obtained
without charge from Angiotech by directing a request to: Angiotech
Pharmaceuticals, Inc., 1618 Station Street, Vancouver, British
Columbia, Canada V6A 1B6, Attention: Investor Relations (Tel: (604)
221-7676). Participants in Solicitation
---------------------------- Angiotech and its directors, executive
officers and other members of management and employees may be
deemed to be participants in the solicitation of proxies from the
holders of Angiotech common shares in respect of the proposed API
Investment. Information about the directors and executive officers
is set forth in Angiotech's Annual Report on Form 40-F for the most
recently ended fiscal year, which was filed with the SEC on March
31, 2008, and Angiotech's proxy statement for its 2008 annual and
special general meeting of shareholders, filed with the SEC on July
22, 2008. Additional information regarding the interests of such
potential participants will be included in the final proxy
statement and the other relevant documents filed with the SEC when
they become available. About Angiotech Angiotech Pharmaceuticals,
Inc. is a global specialty pharmaceutical and medical device
company with over 1,500 dedicated employees. Angiotech discovers,
develops and markets innovative treatment solutions for diseases or
complications associated with medical device implants, surgical
interventions and acute injury. To find out more about Angiotech
(NASDAQ:ANPINASDAQ:TSX:NASDAQ:ANP), please visit our website at
http://www.angiotech.com/. DATASOURCE: Angiotech Pharmaceuticals,
Inc. CONTACT: Sage Baker, Investor Relations and Corporate
Communications, Angiotech Pharmaceuticals, Inc., (604) 221-6933, ;
Steve Frankel or Joele Frank, Wilkinson Brimmer Katcher, Office
(212) 355-4449 x 119, Cell (917) 952-0676, ,
http://www.joelefrank.com/
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