Discovery Partners International Announces Record Date for Stockholders Eligible to Vote on Merger
27 Juli 2006 - 8:01PM
PR Newswire (US)
SAN DIEGO, July 27 /PRNewswire-FirstCall/ -- Discovery Partners
International, Inc. (NASDAQ:DPII) today announced that the close of
business on Tuesday, August 1, 2006, has been set as the record
date for the determination of stockholders eligible to receive the
proxy and vote at the special meeting of stockholders of Discovery
Partners to be held to consider and approve the previously
announced merger with Infinity Pharmaceuticals, Inc., and other
associated proposals. On April 11, 2006, Discovery Partners entered
into a definitive merger agreement with Infinity, which is subject
to the approval of Discovery Partners' stockholders and other
customary closing conditions. A proxy statement, once final, will
be mailed together with a proxy card to the Discovery Partners'
stockholders of record as of the record date. The final proxy
statement will include the date, time and location of the special
meeting. About Discovery Partners International, Inc. Discovery
Partners International, Inc. (DPI) has entered into a merger
agreement with Infinity pursuant to which Infinity will merge with
and into a wholly owned subsidiary of Discovery Partners, with
Infinity as the surviving corporation, becoming a wholly owned
subsidiary of Discovery Partners. In connection with the merger,
Discovery Partners recently completed the sale of all of the stock
of its operating subsidiaries and all of its material operating
assets pursuant to a stock and asset purchase agreement with
Galapagos NV. and Biofocus Inc., a subsidiary of Galapagos NV.
Discovery Partners' only remaining material assets following that
sale are its cash, cash equivalents and short-term investments, its
listing on the NASDAQ Global Market and its merger agreement with
Infinity. The terms of the Infinity merger agreement and the stock
and asset purchase agreement with Galapagos and Biofocus, and the
remaining assets of Discovery Partners following the closing of the
transactions described in such agreements are contained in
Discovery Partners' filings with the Securities and Exchange
Commission and are available on the Company's web site at
http://www.discoverypartners.com/. About Infinity Pharmaceuticals,
Inc. Infinity is an innovative cancer drug discovery and
development company that leverages its strength in small molecule
technologies to bring important new medicines to patients. For more
information on Infinity Pharmaceuticals, including a copy of this
release in the Media Room, please visit the company's web site at
http://www.ipi.com/. Additional Information about the Merger and
Where to Find It In connection with the proposed merger transaction
with Infinity, on July 11, 2006, Discovery Partners filed with the
SEC an amended registration statement that contains a proxy
statement/prospectus. Investors and security holders of Discovery
Partners and Infinity are urged to read the proxy
statement/prospectus (including any amendments or supplements to
the proxy statement/prospectus) regarding the proposed transaction
because it contains important information about Discovery Partners,
Infinity and the proposed transaction. Discovery Partners'
stockholders can obtain a free copy of the proxy
statement/prospectus, as well as other filings containing
information about Discovery Partners and Infinity, without charge,
at the SEC's Internet site (http://www.sec.gov/). Copies of the
proxy statement/prospectus can also be obtained, without charge, by
directing a request to Discovery Partners International, Inc., 9640
Towne Centre Drive, San Diego, CA 92121, Attention: Investor
Relations, Telephone: (858) 455-8600. Participants in the
Solicitation Discovery Partners and its directors and executive
officers and Infinity and its directors and executive officers may
be deemed to be participants in the solicitation of proxies from
the stockholders of Discovery Partners in connection with the
proposed transaction. Information regarding the special interests
of these directors and executive officers in the merger transaction
is included in the proxy statement/prospectus referred to above.
Additional information regarding the directors and executive
officers of Discovery Partners is also included in Discovery
Partners's proxy statement for its 2006 Annual Meeting of
Stockholders, which was filed with the SEC on April 6, 2006. This
document is available free of charge at the SEC's web site
(http://www.sec.gov/) and from Discovery Partners's Investor
Relations at the address listed above. Forward-Looking Statements
This release contains certain forward-looking statements that
involve risks and uncertainties that could cause actual results to
be materially different from historical results or from any future
results expressed or implied by such forward-looking statements.
Such forward-looking statements include statements regarding the
proposed transaction, the efficacy, safety, and intended
utilization of the Infinity's product candidates, the conduct and
results of future clinical trials, and plans regarding regulatory
filings, future research and clinical trials and plans regarding
partnering activities. Factors that may cause actual results to
differ materially include the risk that Discovery Partners and
Infinity may not be able to complete the proposed transaction, the
risk that product candidates that appeared promising in early
research and clinical trials do not demonstrate safety and/or
efficacy in larger-scale or later clinical trials, the risk that
Infinity will not obtain approval to market its products, the risks
associated with reliance on outside financing to meet capital
requirements, and the risks associated with reliance on
collaborative partners for further clinical trials, development and
commercialization of product candidates. You are urged to consider
statements that include the words "may," "will," "would," "could,"
"should," "believes," "estimates," "projects," "potential,"
"expects," "plans," "anticipates," "intends," "continues,"
"forecast," "designed," "goal," or the negative of those words or
other comparable words to be uncertain and forward-looking. These
factors and others are more fully discussed in Discovery Partners's
periodic reports and other filings with the SEC. Any
forward-looking statements are made pursuant to Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, and, as such, speak
only as of the date made. Discovery Partners undertakes no
obligation to publicly update any forward- looking statements,
whether as a result of new information, future events or otherwise.
DATASOURCE: Discovery Partners International, Inc. CONTACT: Michael
C. Venuti, Ph.D., Acting Chief Executive Officer, +1-858-455-8600,
or Craig Kussman, Chief Financial Officer, +1-858-228-4113, both of
Discovery Partners International, Web site: http://www.ipi.com/ Web
site: http://www.discoverypartners.com/
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