11/6/2023 0 Comments Kite pharma stocxkWhich event the term ∾xpiration Date will mean the date to which the initial expiration date of the Offer is so extended. Eastern Time on Monday, October 2, 2017 (the Expiration Date), unless Purchaser has extended the Offer in accordance with the terms of the Merger Agreement, in The Offer will expire at one minute after 11:59 p.m. Upon the terms and subject to the prior satisfaction or waiver of the conditions of the Offer (including, if the Offer is extended or amended, the terms and conditions of anyĮxtension or amendment), Purchaser will irrevocably accept for payment, purchase and pay for all Shares validly tendered prior to the expiration of the Offer, and not properly withdrawn in accordance with the procedures set forth in the Offer to Satisfaction or waiver of certain conditions, Purchaser will be merged with and into the Company, and the Company will be the surviving corporation and a direct wholly-owned subsidiary of Gilead (such corporation, the Surviving Corporation and such merger, the Merger). Of August 27, 2017 (together with any amendments or supplements thereto, the Merger Agreement), among the Company, Gilead and Purchaser, pursuant to which, as soon as practicable after the completion of the Offer and the The Offer is being made in connection with the Agreement and Plan of Merger, dated as The Purchaser filed a Tender Offer Statement on Schedule TO (as it may be amended or supplemented from time to time, the Schedule TO) with the U.S. Time (the Letter of Transmittal and, together with the Offer to Purchase, the Offer), to purchase all outstanding Shares at a price per Share of $180.00, net to the holder in cash, without interest (the Purchaser is offering, upon the terms and subject to the conditions setįorth in the Offer to Purchase, dated September 5, 2017, as it may be amended or supplemented from time to time (the Offer to Purchase) and the related Letter of Transmittal, as it may be amended or supplemented from time to ( Purchaser) and a wholly owned subsidiary of Gilead Sciences, Inc., a Delaware corporation ( Gilead), to purchase all outstanding Shares. This Schedule 14D-9 relates to the tender offer by Dodgers Merger Sub, Inc., a Delaware corporation Subject Company Information Name and Address above. The name, business address and business telephone number of the Company are set forth in The filing person is the subject company. As of the close of business on August 31, 2017, there were 57,410,242 Shares issued and outstanding. The title of the class of equity securities to which this Schedule 14D-9 relates is the CompanysĬommon stock, par value $0.001 per share (the Shares and each, a Share). The Companys telephone number at such address The Companys principal executive offices are located at 2225 Colorado Avenue, Santa Monica, California 90404. Company), a corporation organized under the laws of Delaware. Schedule 14D-9 (together with any exhibits and annexes attached hereto, this Schedule 14D-9) relates is Kite Pharma, Inc. The name of the subject company to which this Solicitation/Recommendation Statement on PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS. INTEREST IN SECURITIES OF THE SUBJECT COMPANY. PERSON/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS. IDENTITY AND BACKGROUND OF FILING PERSON. On behalf of the persons filing statement)Ĭheck the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. (Name, address and telephone numbers of person authorized to receive notices and communications UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
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