Coley Pharmaceutical Grp. (MM) (NASDAQ:COLY)
Historical Stock Chart
From May 2019 to May 2024
Pfizer (NYSE:PFE) announced today that the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) has
expired, and that it has received clearance from the Federal Cartel
Office of Germany (FCO), in each case in connection with its offer to
purchase all of the outstanding shares of common stock of Coley
Pharmaceutical Group, Inc. (Nasdaq:COLY).
Expiration of the waiting period under the HSR Act and the FCO’s
actions satisfy one of the conditions necessary for the consummation of
the pending acquisition. The tender offer is scheduled to expire at
12:00 midnight, New York City time, on Friday, December 28, 2007, unless
the tender offer is extended. Consummation of the tender offer remains
subject to other customary closing conditions, including satisfaction of
the minimum tender condition under the Agreement and Plan of Merger
entered into by and among Pfizer, Corvette Acquisition Corp., an
indirect wholly owned subsidiary of Pfizer, and Coley on November 15,
2007.
As previously announced, Pfizer commenced a tender offer on November 30,
2007 for all of the outstanding shares of Coley’s
common stock for $8.00 per share in cash.
Additional Information
This press release is neither an offer to purchase nor a solicitation of
an offer to sell securities. The tender offer is being made pursuant to
a tender offer statement and related materials. Coley shareholders are
advised to read the tender offer statement and related materials filed
by Coley and Pfizer with the U.S. Securities and Exchange Commission
(the “SEC”). The
tender offer statement (including an offer to purchase, letter of
transmittal and related tender offer documents) and the
solicitation/recommendation statement filed by Coley and Pfizer with the
SEC contain important information which should be read carefully before
any decision is made with respect to the offer.
The tender offer statement and related materials may be obtained at no
charge by directing a request by mail to Georgeson Inc., 199 Water
Street, 26th Floor, New York, NY 10038, or by calling toll-free (800)
546-8249, and may also be obtained at no charge at www.pfizer.com
and www.coleypharma.com and the
website maintained by the SEC at http://www.sec.gov.
DISCLOSURE NOTICE: The information contained in this release is as of
December 18, 2007. Pfizer assumes no obligation to update any
forward-looking statements contained in this release as a result of new
information or future events or developments.
Some statements in this release may constitute forward-looking
statements. Pfizer cautions that these forward-looking statements
are subject to risks and uncertainties that may cause actual results to
differ materially from those indicated in the forward-looking
statements, including the risk that the tender offer may not be
completed or the subsequent merger may not be consummated for various
reasons, including the failure to satisfy the conditions precedent to
the completion of the acquisition. A description of risks and
uncertainties that may affect Pfizer’s results
and operations can be found in the Pfizer’s
Annual Report on Form 10-K for the fiscal year ended December 31, 2006
and in its reports on Forms 10-Q and 8-K.