Axonyx (NASDAQ:AXYX)
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From Jun 2019 to Jun 2024
Axonyx Inc. (NASDAQ: AXYX) announced today that Gosse B.
Bruinsma, MD and Neil Kurtz, MD, the Chief Executive Officers of
Axonyx Inc. and TorreyPines Therapeutics, Inc., respectively, will
host a webcast and conference call today at 9:00 a.m. Eastern Time to
discuss today's merger announcement between the two companies.
The conference call will be webcast with automatically advancing
slides that can be accessed at the Axonyx corporate website at
www.axonyx.com. The webcast link will become "live" at 9:00 a.m. ET.
Please note that this conference call/webcast will not include a
question and answer session; shareholders and interested parties are
therefore encouraged to view the audio/slide webcast.
To listen to the call by telephone beginning at 9:00 a.m. ET,
parties may dial (877) 660-6853 or (201) 612-7415, account number 286;
confirmation identification number 205355 to gain access the audio
portion of the presentation. The related slide presentation can be
downloaded at www.axonyx.com also beginning at 9:00 a.m. ET. In
addition, a telephonic archive will be available through June 21,
2006. The webcast with slides will be archived for six months through
December 8, 2006.
Additional Information about the Merger and Where to Find It
In connection with the Merger, Axonyx Inc. and TorreyPines
Therapeutics, Inc. intend to file relevant materials with the
Securities and Exchange Commission (SEC), including a registration
statement on Form S-4 that will contain a prospectus and a joint proxy
statement. Investors and security holders of Axonyx Inc. and
TorreyPines Therapeutics, Inc. are urged to read these materials when
they become available because they will contain important information
about Axonyx Inc., TorreyPines Therapeutics, Inc., and the merger. The
proxy statement, prospectus and other relevant materials (when they
become available), and any other documents filed by Axonyx with the
SEC, may be obtained free of charge at the SEC's web site at
www.sec.gov. In addition, investors and security holders may obtain
free copies of the documents filed with the SEC by Axonyx Inc. by
directing a written request to: Axonyx Inc., 500 Seventh Avenue, 10th
Floor, New York, NY 10018, Attention: Investor Relations. Investors
and security holders are urged to read the proxy statement, prospectus
and the other relevant materials when they become available before
making any voting or investment decision with respect to the merger.
Axonyx Inc. and its executive officers and directors may be deemed
to be participants in the solicitation of proxies from the
stockholders of Axonyx Inc. in connection with the merger. Information
about those executive officers and directors of Axonyx Inc. and their
ownership of Axonyx's common stock is set forth in Axonyx's Annual
Report on Form 10-K for the year ended December 31, 2005, which was
filed with the SEC. Investors and security holders may obtain
additional information regarding the direct and indirect interests of
Axonyx Inc. and its executive officers and directors in the merger by
reading the proxy statement and prospectus regarding the merger when
it becomes available.
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 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 the Solicitation
Axonyx Inc. and its directors and executive officers and
TorreyPines Therapeutics, Inc. and its directors and executive
officers may be deemed to be participants in the solicitation of
proxies from the stockholders of Axonyx Inc. in connection with the
proposed transaction. Information regarding the special interests of
these directors and executive officers in the merger transaction will
be included in the proxy statement/prospectus referred to above.
Additional information regarding the directors and executive officers
of Axonyx Inc. is also included in Axonyx's Annual Report on Form 10-K
for the year ended December 31, 2005, which was filed with the SEC on
March 16, 2006. This document is available free of charge at the SEC's
web site (www.sec.gov) and from Investor Relations at Axonyx at the
address described above.
About TorreyPines Therapeutics
TorreyPines Therapeutics, Inc. is a biopharmaceutical company that
discovers and develops small molecule drugs to treat diseases and
disorders of the central nervous system. Led by an accomplished
management team, TorreyPines is leveraging novel drug targets and
technologies to deliver new therapies for migraine; chronic pain,
including neuropathic pain; and Alzheimer's disease. Its therapies are
intended to offer significant advantages over current therapies.
Further information is available at www.torreypinestherapeutics.com.
About Axonyx
Axonyx Inc. is a U.S.-based biopharmaceutical company engaged in
the acquisition and development of proprietary pharmaceutical
compounds for the treatment of CNS disorders. Axonyx currently has
three compounds in development for Alzheimer's disease, namely
Phenserine - a potential symptomatic and disease progression treatment
of mild to moderate Alzheimer's disease (AD), Posiphen(TM) - a
potential disease progression treatment for AD now in Phase I, and
BisNorCymserine (BNC) - a potential symptomatic treatment of severe AD
now in pre-Investigational New Drug (IND) stage. Additional
information can be found at www.axonyx.com.
This press release contains forward-looking statements or
predictions, including statements regarding the potential closing of
the proposed merger between Axonyx and TorreyPines Therapeutics, the
trading of the combined company's stock on the NASDAQ Stock Market,
the amount of cash expected to be held by the combined company at
closing, the timing for anticipated occurrence of key milestones
related to each company's product candidates, the characteristics and
possible uses of the product candidates of each of Axonyx and
TorreyPines Therapeutics, the expected advantages of combining Axonyx
and TorreyPines Therapeutics, and the expected timing of closing of
the merger. Actual results may differ materially from the above
forward-looking statements due to a number of important factors,
including the possibility that the proposed transaction with
TorreyPines Therapeutics may not ultimately close for any of a number
of reasons, including, but not limited to, Axonyx not obtaining
shareholder approval of the issuance of shares and warrants in the
merger, the change in control resulting from the merger or the reverse
split of Axonyx common stock; TorreyPines Therapeutics not obtaining
shareholder approval of the merger, the possibility that NASDAQ will
not approve the listing of the combined company's shares for trading
on the NASDAQ Stock Market or that the combined company will not be
able to meet the continued listing requirements after the closing of
the merger; that Axonyx and TorreyPines Therapeutics will forego
business opportunities while the merger is pending; that prior to the
closing of the proposed transaction, the businesses of the companies,
including the retention of key employees, may suffer due to
uncertainty; and even in the event the transaction is completed, that
combining Axonyx and TorreyPines Therapeutics may not result in a
stronger company, that the technologies and clinical programs of the
two companies may not be compatible and that the parties may be unable
to successfully execute their integration strategies or realize the
expected benefits of the merger.
This press release may contain forward-looking statements or
predictions. These statements represent our judgment to date, and are
subject to risks and uncertainties that could materially affect the
Company, including those risks and uncertainties described in the
documents Axonyx files from time to time with the SEC, specifically
Axonyx's annual report on Form 10-K. Specifically, with respect to our
drug candidates Phenserine, Posiphen(TM) and BisNorCymserine, Axonyx
cannot assure that: any preclinical studies or clinical trials,
whether ongoing or conducted in the future, will prove successful, and
if successful, that the results can be replicated; safety and efficacy
profiles of any of its drug candidates will be established, or if
established, will remain the same, be better or worse in future
clinical trials, if any; pre-clinical results related to cognition and
the regulation of beta-APP will be substantiated by ongoing or future
clinical trials, if any, or that any of its drug candidates will be
able to improve the signs or symptoms of their respective clinical
indication or slow the progression of Alzheimer's disease; any of its
drug candidates will support an NDA filing, will be approved by the
FDA or its equivalent, or if approved, will prove competitive in the
market; or that Axonyx will have or obtain the necessary financing to
support its drug development programs. Axonyx cannot assure that it
will be successful with respect to identifying a (sub-) licensing
partner for any of its compounds. Axonyx undertakes no obligation to
publicly release the result of any revisions to such forward-looking
statements that may be made to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events.