TKT Files Shelf Registration Statement and Adopts Shareholder Rights Plan
PR Newswire, 12/13/2000 16:36
/FROM PR NEWSWIRE BOSTON 617-482-5355/ [STK] TKTX [IN] MTC FIN [SU] SRP -- WITH PHOTO -- TO BUSINESS AND TECHNOLOGY EDITORS:
TKT Files Shelf Registration Statement and Adopts Shareholder Rights Plan
CAMBRIDGE, Mass., Dec. 13 /PRNewswire/ -- Transkaryotic Therapies, Inc. (NASDAQ:TKTX) today announced that it has filed a Form S-3 shelf registration statement with the Securities and Exchange Commission (SEC) for the sale of up to $500 million of securities. A registration statement on Form S-3 relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective. This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification of the securities under the securities laws of that state. TKT has no current plans to sell any securities.
TKT also announced that its Board of Directors today adopted a shareholder rights plan. The plan is intended to protect TKT shareholders to realize the full value of their investment and to provide fair and equal treatment for all shareholders in the event that an unsolicited attempt is made to acquire TKT. The adoption of this plan is not in response to any unsolicited offer or takeover attempt.
Under the plan, a dividend of one preferred stock purchase right is being declared for each common share held of record as of the close of business on December 26, 2000. Initially, the rights will automatically trade with the underlying common shares. The rights will not become exercisable unless a person acquires, or commences a tender offer to acquire, beneficial ownership of 20% or more of TKT's common shares, subject to certain limited exceptions. If the rights become exercisable, each right would initially entitle shareholders of TKT to purchase a fractional share of preferred stock at an initial exercise price of $289. If a person acquires beneficial ownership of 20% or more of TKT's common shares, each right, other than those owned by the acquiring person, would entitle its holder to purchase shares of TKT common shares having a market value of two times the exercise price of the right. The rights may be redeemed by the Board in certain circumstances. Details of the shareholder rights plan will be mailed to shareholders and will be contained in a filing with the SEC.
Transkaryotic Therapies, Inc. (TKT) is a biopharmaceutical company dedicated to the development and commercialization of products based on its three proprietary development platforms: Gene-Activated(R) proteins, Niche Protein(TM) products, and Gene Therapy. The Company's gene activation technology is a proprietary approach to the large-scale production of therapeutic proteins, which does not require the cloning of genes and their subsequent insertion into non-human cell lines. TKT's Niche Protein product platform is based on protein replacement for the treatment of rare genetic diseases, a group of disorders characterized by the absence of certain metabolic enzymes. The Company's Gene Therapy technology, known as Transkaryotic Therapy(TM), is focused on the commercialization of non-viral, ex vivo gene therapy products for the long-term treatment of chronic protein deficiency states.
Gene-Activated(R) is a registered trademark and Niche Protein(TM), TKT(TM), and Transkaryotic Therapy(TM) are trademarks of Transkaryotic Therapies, Inc.
Please visit our web site at www.tktx.com for additional information about Transkaryotic Therapies, Inc.
CONTACT:
Justine E. Koenigsberg
Manager, Corporate Communications
(617) 349-0271 SOURCE Transkaryotic Therapies, Inc.
-0- 12/13/2000
/CONTACT: Justine E. Koenigsberg, Manager, Corporate Communications of TKT, 617-349-0271/
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