Pfizer Inc. (NYSE: PFE) announced that its wholly-owned subsidiary, Parker Tennessee Corp., has extended the expiration date of its tender offer for all outstanding shares of common stock of King Pharmaceuticals, Inc. (NYSE: KG) for $14.25 per share, net to the seller in cash, without interest thereon and subject to any required withholding taxes. The tender offer is now scheduled to expire at 12:00 midnight, New York City time on Friday, January 21, 2011 (which is the end of the day on January 21, 2011), unless further extended. The tender offer was previously scheduled to expire at 12:00 midnight, New York City time, on Friday, December 17, 2010. All other terms and conditions of the tender offer remain unchanged.
The tender offer is being extended because certain conditions to the tender offer will not be satisfied as of the previously scheduled expiration date, including the expiration or earlier termination of any waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and applicable foreign antitrust or competition laws. Pfizer and King are now targeting a first-quarter 2011 completion of the tender offer, assuming satisfaction of the conditions to the tender offer, including receipt of the appropriate regulatory clearances.
American Stock Transfer & Trust Company, LLC, the depositary for the tender offer, has indicated that, as of the close of business on December 14, 2010, approximately 116,531,910 shares of King's common stock had been validly tendered and not withdrawn pursuant to the tender offer, representing approximately 46.6% of the outstanding shares of King common stock.
The Depositary for the tender offer is American Stock Transfer & Trust Company, LLC, Operations Center, Attn: Reorganization Department, P.O. Box 2042, New York, New York 10272-2042. The Dealer Manager for the tender offer is J.P. Morgan Securities LLC, 383 Madison Ave, 5th Floor, New York, NY 10179. The Information Agent for the tender offer is Morrow & Co., LLC, 470 West Avenue, Stamford, CT 06902. The tender offer materials may be obtained at no charge by directing a request by mail to Morrow & Co., LLC or by calling toll-free at (800) 607-0088 or (203) 658-9400, and may also be obtained at no charge at www.pfizer.com and the website maintained by the SEC at www.sec.gov. Additionally, any questions related to the tender offer may be directed to Morrow & Co., LLC at the mailing address or telephone numbers provided above.
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