Allos Therapeutics, Inc. (Nasdaq: ALTH) today announced that it
continues to work with AMAG Pharmaceuticals, Inc. towards the
completion of their merger, pending stockholder approval and
satisfaction of the other conditions to closing described in Allos’
definitive proxy statement filed with the SEC on September 15,
2011. On October 7, 2011, the publicly traded pharmaceutical
company that had previously submitted a proposal to acquire Allos
for $2.20 per share in cash and stock delivered a letter to Allos
withdrawing its revised proposal to acquire Allos. As a result,
Allos is no longer providing information to, or engaging in
discussions or negotiations with, that company with respect to the
revised acquisition proposal or any other acquisition proposal.
About Allos Therapeutics
Allos Therapeutics, Inc. (Nasdaq: ALTH) is a biopharmaceutical
company committed to the development and commercialization of
innovative anti-cancer therapeutics. Allos is currently focused on
the development and commercialization of FOLOTYN® (pralatrexate
injection), a folate analogue metabolic inhibitor. FOLOTYN is
approved in the U.S. for the treatment of patients with relapsed or
refractory PTCL. For additional information, please visit
www.allos.com.
IMPORTANT SAFETY INFORMATION
Warnings and Precautions
FOLOTYN may suppress bone marrow function, manifested by
thrombocytopenia, neutropenia, and anemia. Monitor blood counts and
omit or modify dose for hematologic toxicities.
Mucositis may occur. If greater-than or equal to Grade 2
mucositis is observed, omit or modify dose. Patients should be
instructed to take folic acid and receive vitamin B12 to
potentially reduce treatment-related hematological toxicity and
mucositis.
Fatal dermatologic reactions may occur. Dermatologic reactions
may be progressive and increase in severity with further treatment.
Patients with dermatologic reactions should be monitored closely,
and if severe, FOLOTYN should be withheld or discontinued.Tumor
lysis syndrome may occur. Monitor patients and treat if needed.
FOLOTYN can cause fetal harm. Women should avoid becoming
pregnant while being treated with FOLOTYN and pregnant women should
be informed of the potential harm to the fetus.
Use caution and monitor patients when administering FOLOTYN to
patients with moderate to severe renal function impairment.
Elevated liver function test abnormalities may occur and require
monitoring. If liver function test abnormalities are greater-than
or equal to Grade 3, omit or modify dose.
Adverse Reactions
The most common adverse reactions were mucositis (70%),
thrombocytopenia (41%), nausea (40%), and fatigue (36%). The most
common serious adverse events are pyrexia, mucositis, sepsis,
febrile neutropenia, dehydration, dyspnea, and
thrombocytopenia.
Use in Specific Patient Population
Nursing mothers should be advised to discontinue nursing or the
drug, taking into consideration the importance of the drug to the
mother.
Drug Interactions
Co-administration of drugs subject to renal clearance (e.g.,
probenecid, NSAIDs, and trimethoprim/sulfamethoxazole) may result
in delayed renal clearance.
Please see FOLOTYN Full Prescribing Information at
www.FOLOTYN.com.
Additional Information and Where You Can Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. The proposed merger between AMAG and Allos
will be submitted to the respective stockholders of AMAG and Allos
for their consideration.
On September 15, 2011, each of Allos and AMAG filed the Joint
Proxy Statement/Prospectus of Allos and AMAG with the SEC in
connection with the merger. Investors are urged to read carefully
the definitive proxy statement filed by Allos with the SEC on
Schedule 14A on September 15, 2011 and other relevant documents
filed with the SEC because they contain important information about
the merger. Security holders may obtain free copies of these
documents and other documents filed by Allos and AMAG with the SEC
at the SEC’s website at www.sec.gov. In addition, investors and
security holders may obtain free copies of the documents filed with
the SEC by Allos by going to Allos’ corporate website at
www.allos.com or by contacting: Investor Relations, Allos
Therapeutics, Inc., by mail at 11080 CirclePoint Road, Suite 200,
Westminster, CO 80020, e-mail at investorrelations@allos.com or
telephone at (303) 426-6262, and may obtain free copies of the
documents filed with the SEC by AMAG by going to AMAG’s corporate
website at www.amagpharma.com or by contacting: Investor Relations,
AMAG Pharmaceuticals, Inc., by mail at 100 Hayden Avenue,
Lexington, MA 02421, e-mail at asullivan@amagpharma.com or
telephone at (617) 498-3303. Investors and security holders are
urged to read the Joint Proxy Statement/Prospectus of Allos and
AMAG described above and the other relevant materials carefully
before making any voting decision with respect to the merger.
Allos, AMAG, and certain of their directors, executive officers
and other members of management and employees may, under the rules
of the SEC, be deemed to be “participants” in the solicitation of
proxies in connection with the proposed merger. A description of
the direct and indirect interests of these directors, executive
officers and other members of management and employees in the
proposed merger who may, under the rules of the SEC, be deemed to
be “participants” in the solicitation of proxies in connection with
the proposed merger, which may differ from the interests of Allos’
stockholders or AMAG’s stockholders generally, is included in the
Joint Proxy Statement/Prospectus of Allos and AMAG described above.
Additional information regarding Allos’ directors and executive
officers and their beneficial ownership of Allos’ common stock is
also set forth in Allos’ annual proxy statement on Schedule 14A
with the SEC on April 29, 2011. This document is available free of
charge at the SEC’s website at www.sec.gov or by going to Allos’
corporate website at www.allos.com. Additional information
regarding AMAG’s directors and executive officers and their
beneficial ownership of AMAG’s common stock is also set forth in
AMAG’s annual proxy statement on Schedule 14A with the SEC on April
18, 2011. This document is available free of charge at the SEC’s
website at www.sec.gov or by going to AMAG’s corporate website at
www.amagpharma.com.
Forward-Looking Statements
This communication contains forward-looking statements that are
made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Terminology such as
“may,” “will,” “should,” “expects,” “intends,” “plans,”
“anticipates,” “believes,” “estimates,” “predicts,” “projects,”
“potential,” “continue,” and other similar terminology or the
negative of these terms, are intended to identify such
forward-looking statements, but their absence does not mean that a
particular statement is not forward-looking. Such forward-looking
statements are not guarantees of future performance and are subject
to risks and uncertainties that may cause actual results to differ
materially from those anticipated by the forward-looking
statements. These statements are not guarantees of future
performance, involve risks, uncertainties and assumptions that are
difficult to predict, and are based upon assumptions as to future
events that may not prove accurate. For example, if Allos or AMAG
does not receive its respective required stockholder approval or
the parties fail to satisfy other conditions to closing, the
transaction may not be consummated. In any forward-looking
statement in which AMAG or Allos expresses an expectation or belief
as to future results, such expectation or belief is expressed in
good faith and believed to have a reasonable basis, but there can
be no assurance that the statement or expectation or belief will
result or be achieved or accomplished. The following factors, among
others, could cause actual results to differ materially from those
described in the forward-looking statements: failure of Allos or
AMAG stockholders to approve the proposed transaction; the
challenges and costs of closing, integrating, restructuring and
achieving anticipated synergies; disruptions to the businesses of
Allos and AMAG during the pendency of the merger and during the
realization of the cost synergies, including diminished performance
by the commercial organizations due to planned reductions in the
size of the sales and marketing organization at the combined
company; the ability to retain key employees; and other economic,
business, competitive, and/or regulatory factors affecting the
businesses of Allos and AMAG generally, including those set forth
in the filings of Allos and AMAG with the SEC, especially in the
“Risk Factors” section of Allos’ Quarterly Report on Form 10-Q for
the quarter ended June 30, 2011 filed with the SEC on August 4,
2011, the “Risk Factors” section of AMAG’s Quarterly Report on Form
10-Q for the quarter ended June 30, 2011 filed with the SEC on
August 5, 2011, and in Allos’ and AMAG’s other periodic reports and
filings with the SEC. Allos cautions investors not to place undue
reliance on the forward-looking statements contained herein. All
forward-looking statements are based on information currently
available to Allos on the date hereof, and Allos undertakes no
obligation to revise or update these forward-looking statements to
reflect events or circumstances after the date of this
presentation, except as required by law.
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