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Biotech / Medical : Regeneron Pharmaceuticals -- Ignore unavailable to you. Want to Upgrade?

To: Miljenko Zuanic who wrote (588)	11/8/2001 8:06:34 PM
From: Miljenko Zuanic	Read Replies (1) \| Respond to of 3559

ZUDIJIMA NIKAD DOSTA! Must be that ML still have few UNHAPPY customers who didn't got piece of pie! NOTICE OF SPECIAL MEETING OF SHAREHOLDERS TO BE HELD DECEMBER 17, 2001 Regeneron Pharmaceuticals, Inc. 777 Old Saw Mill River Road Tarrytown, New York 10591-6707 (914) 345-7400 Dear Shareholder: A Special Meeting of Shareholders of Regeneron Pharmaceuticals, Inc., a New York corporation ("Regeneron"), is being called by the Board of Directors of the company and will be held at the Westchester Marriott Hotel, 670 White Plains Road, Tarrytown, New York, on Monday, December 17, 2001 at 10:30 a.m., prevailing local time. The purposes of the meeting are: - To consider and act upon a proposal to amend the Restated Certificate of Incorporation of Regeneron to increase the number of authorized shares of common stock from 60,000,000 shares to 160,000,000 shares. The Board of Directors believes it advisable to increase the authorized number of shares of Common Stock to provide Regeneron with adequate flexibility in the future with respect to the issuance of Common Stock for a number of possible business purposes, including equity financings, stock splits, stock dividends, providing shares for employee compensation and benefit plans, dividend reinvestment plans, possible future acquisitions and other general corporate purposes. Of the 60,000,000 currently authorized shares of Common Stock, as of October 31, 2001, 41,163,133 shares of Common Stock were outstanding and of the remaining authorized shares: (i) 6,611,300 shares of Common Stock were required to be reserved for issuance relating to conversion of Regeneron's 5.50% Convertible Senior Subordinated Notes due 2008, (ii) 2,570,789 shares of Common Stock were required to be reserved for the conversion of Class A Stock, and (iii) options to purchase 7,487,669 shares of Common Stock were outstanding under the Regeneron Pharmaceuticals, Inc. 1990 and 2000 Long-Term Incentive Plans. The proposed amendment to the Certificate of Incorporation would increase the number of authorized shares of Common Stock to 160,000,000.