GAITHERSBURG, Md., Jan 9, 2002 /PRNewswire via COMTEX/ -- MedImmune, Inc.
(Nasdaq: MEDI) announced today that the Securities and Exchange Commission has
declared effective the registration statement MedImmune filed on December 10,
2001, as amended on January 3, 2002, relating to the acquisition of Aviron
(Nasdaq: AVIR). As previously announced, MedImmune and Aviron have entered into
a definitive merger agreement under which MedImmune will acquire Aviron through
an exchange offer and merger transaction in which Aviron stockholders will
receive 1.075 MedImmune shares for each Aviron share.
The exchange offer commenced on December 10, 2001 and is scheduled to expire at
12:00 midnight, New York City time, today, January 9, 2002, unless extended.
MedImmune expects to consummate the exchange offer at such time, subject to the
satisfaction of the conditions to the offer.
The Information Agent for the offer is MacKenzie Partners, Inc., 156 Fifth
Avenue, New York, New York 10010. Call collect at 212-929-5500 or toll-free at
800-322-2885. The Dealer Manager for the offer is Merrill Lynch & Co., Four
World Financial Center, New York, New York 10080. Call collect at 609-274-3066.
Aviron is a biopharmaceutical company headquartered in Mountain View,
California, focused on prevention of disease through innovative vaccine
technologies. The company's product portfolio includes: FluMist(TM), a live
virus vaccine delivered as a nasal mist for the prevention of influenza; a live
parainfluenza virus type 3 vaccine; a vaccine to prevent Epstein-Barr virus, and
a cytomegalovirus vaccine. For more information on Aviron, visit the company's
website at http://www.aviron.com .
MedImmune, Inc. is a fully integrated biotechnology company focused on
developing and marketing products that address medical needs in areas such as
infectious disease, immune regulation and cancer. Headquartered in Gaithersburg,
Maryland, MedImmune has manufacturing facilities in Frederick, Maryland and
Nijmegen, the Netherlands. MedImmune markets five products, including:
Synagis(R) (palivizumab), which is marketed for the prevention of serious lower
respiratory tract disease caused by respiratory syncytial virus in pediatric
patients at high risk of RSV disease, which is prominent in the Northern
Hemisphere from October through May (see full prescribing information at
http://www.medimmune.com ); Ethyol(R), which is marketed for the reduction of
both cumulative renal toxicity associated with repeated administration of
cisplatin in patients with advanced ovarian cancer or non-small cell lung cancer
and moderate to severe xerostomia in patients undergoing post-operative
radiation treatment for head and neck cancer, where the radiation port includes
a substantial portion of the parotid (see full prescribing information at
http://www.medimmune.com ); and CytoGam(R), which is marketed for the
prophylaxis against cytomegalovirus disease associated with transplantation of
kidney, lung, liver, pancreas, and heart (see full prescribing information at
http://www.medimmune.com ). MedImmune also has six products in various stages of
clinical testing for a number of diseases and several more product candidates in
preclinical testing. For more information on MedImmune, visit the company's
website at http://www.medimmune.com .
This announcement may contain, in addition to historical information, certain
forward-looking statements that involve risks and uncertainties. Such statements
reflect management's current views and are based on certain assumptions. Actual
results could differ materially from those currently anticipated as a result of
a number of factors, including risks and uncertainties discussed in MedImmune's
and Aviron's filings with the SEC. MedImmune and Aviron are developing products
for potential future marketing. There can be no assurance that such development
efforts will succeed, that such products will receive required regulatory
clearance or that, even if such regulatory clearance were received, such
products would ultimately achieve commercial success. There can be no assurance
that the offer and merger will close or that Aviron will be integrated
successfully or without unanticipated costs.
Aviron stockholders and other investors are urged to read the registration
statement on Form S-4, Schedule TO, preliminary prospectus and other exchange
offer documents which have been filed or will be filed by MedImmune with the
Securities and Exchange Commission and the related solicitation/recommendation
statement filed by Aviron with the SEC. These documents contain important
information which should be read carefully before any decision is made with
respect to the offer. Documents filed with the SEC are available for free at the
SEC's website at http://www.sec.gov . Documents are also available for free from
MacKenzie Partners, Inc., 800-322-2885.
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SOURCE MedImmune, Inc.