Final Results of the Subsequent Offer Period of Acorda Therapeutics' Tender Offer for All of the Shares, American Depositary ...
02 Mai 2016 - 3:02PM
Business Wire
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA, HONG
KONG OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD
BE PROHIBITED BY APPLICABLE LAW.
The subsequent offer period under the voluntary public tender
offer by Acorda Therapeutics, Inc. (Nasdaq:ACOR) ("Acorda"
or the "Offeror") to purchase all of the issued and
outstanding shares ("Shares"), American Depositary Shares
("ADSs"), stock options, share units and warrants (such
securities, collectively, the "Equity Interests") in Biotie
Therapies Corp (Nasdaq Helsinki: BTH1V; Nasdaq:BITI)
("Biotie" or the "Company") that are not owned by
Biotie or any of its subsidiaries (the "Tender Offer")
commenced on 14 April 2016 and expired on 28 April 2016 (the
"Subsequent Offer Period").
According to the final results of the Subsequent Offer Period,
38,419,864 Shares and 58,121 ADSs were tendered during the
Subsequent Offer Period, representing, together with the other
Equity Interests tendered in the Tender Offer during the initial
offer period, approximately 97.36 percent of all the shares and
votes in Biotie on a fully-diluted basis as defined in the terms
and conditions of the Tender Offer.
The Shares and ADSs tendered during the Subsequent Offer Period
represent approximately 4.39 percent of all the shares and votes in
Biotie (excluding treasury shares held by Biotie). Together with
the Shares and ADSs tendered during the initial offer period, these
Shares and ADSs represent approximately 96.77 percent of all the
shares and votes in Biotie (excluding treasury shares held by
Biotie). By exercising the other Equity Interests tendered during
the initial offer period for the subscription of Biotie shares, the
Offeror could increase its holding to approximately 97.42 percent
of all the shares and votes in Biotie (excluding treasury shares
held by Biotie).
The Offeror has accepted all the Shares and ADSs validly
tendered during the Subsequent Offer Period. The offer
consideration has been paid to those holders of Shares and ADSs who
validly accepted the Tender Offer by the first acceptance date of
21 April 2016 under the Subsequent Offer Period, and will be paid
on or about 4 May 2016 to those holders of Shares and ADSs who
validly accepted the Tender Offer by the second acceptance date of
28 April 2016 under the Subsequent Offer Period.
The Offeror’s intention is to acquire all the remaining Shares
and ADSs in Biotie. As the Offeror’s ownership in Biotie has
exceeded nine-tenths (9/10) of the Shares and voting rights in
Biotie through the Tender Offer, the Offeror has filed an
application with the Redemption Committee of the Finland Chamber of
Commerce to initiate compulsory redemption proceedings for the
remaining Biotie Shares under the Finnish Companies Act. The
Offeror may purchase Shares and ADSs in Biotie also in public
trading on Nasdaq Helsinki Ltd. and Nasdaq Stock Market LLC or
otherwise at a price not exceeding the offer price of EUR 0.2946
per Share and EUR 23.5680 per ADS offered in the Tender Offer.
The Offeror intends to cause the Shares of Biotie to be delisted
from Nasdaq Helsinki Ltd. and the ADSs to be delisted from Nasdaq
Stock Market LLC and deregistered under the United States
Securities Exchange Act of 1934 as soon as permitted and
practicable under applicable laws.
About Acorda Therapeutics
Founded in 1995, Acorda Therapeutics is a biotechnology company
focused on developing therapies that restore function and improve
the lives of people with neurological disorders.
Acorda has an industry leading pipeline of novel neurological
therapies addressing a range of disorders, including Parkinson's
disease, epilepsy, post-stroke walking deficits, migraine, and
multiple sclerosis. Acorda markets three FDA-approved therapies,
including AMPYRA® (dalfampridine) Extended Release Tablets, 10
mg.
For more information, please visit www.acorda.com.
About Biotie Therapies
Biotie is a biopharmaceutical company focused on products for
neurodegenerative and psychiatric disorders. Biotie's development
has delivered Selincro (nalmefene) for alcohol dependence, which
received European marketing authorization in 2013 and is currently
being rolled out across Europe by partner H. Lundbeck A/S. The
current development products include tozadenant for Parkinson's
disease, which is in Phase 3 development, and two additional
compounds which are in Phase 2 development for cognitive disorders
including Parkinson's disease dementia, and primary sclerosing
cholangitis (PSC), a rare fibrotic disease of the liver.
For more information, please visit www.biotie.com.
Forward-Looking Statement
This press release includes forward-looking statements. All
statements, other than statements of historical facts, regarding
management's expectations, beliefs, goals, plans or prospects
should be considered forward-looking. These statements are subject
to risks and uncertainties that could cause actual results to
differ materially, including: the ability to complete the Biotie
transaction on a timely basis; the ability to realize the benefits
anticipated from the Biotie and Civitas transactions, among other
reasons because acquired development programs are generally subject
to all the risks inherent in the drug development process and our
knowledge of the risks specifically relevant to acquired programs
generally improves over time; the ability to successfully integrate
Biotie’s operations and Civitas’ operations, respectively, into our
operations; we may need to raise additional funds to finance our
expanded operations and may not be able to do so on acceptable
terms; our ability to successfully market and sell Ampyra in the
U.S.; third party payers (including governmental agencies) may not
reimburse for the use of Ampyra or our other products at acceptable
rates or at all and may impose restrictive prior authorization
requirements that limit or block prescriptions; the risk of
unfavorable results from future studies of Ampyra or from our other
research and development programs, including CVT-301, Plumiaz
(diazepam) Nasal Spray, or any other acquired or in-licensed
programs; we may not be able to complete development of, obtain
regulatory approval for, or successfully market CVT-301, Plumiaz,
any other products under development, or the products that we will
acquire when we complete the Biotie transaction; the occurrence of
adverse safety events with our products; delays in obtaining or
failure to obtain and maintain regulatory approval of or to
successfully market Fampyra outside of the U.S. and our dependence
on our collaborator Biogen in connection therewith; competition;
failure to protect our intellectual property, to defend against the
intellectual property claims of others or to obtain third party
intellectual property licenses needed for the commercialization of
our products; and failure to comply with regulatory requirements
could result in adverse action by regulatory agencies.
These and other risks are described in greater detail in our
filings with the Securities and Exchange Commission. We may
not actually achieve the goals or plans described in our
forward-looking statements, and investors should not place undue
reliance on these statements. Forward-looking statements made in
this release are made only as of the date hereof, and we disclaim
any intent or obligation to update any forward-looking statements
as a result of developments occurring after the date of this
release.
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version on businesswire.com: http://www.businesswire.com/news/home/20160502005650/en/
Felicia Vonella, Investor RelationsTel. + 1 914-326-5146,e-mail:
fvonella@acorda.com
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