euro adhoc: Intercell AG
Mergers - Acquisitions - Takeovers
IOMAI
shareholders approve acquisition by Intercell
Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
Company Information
01.08.2008
» Iomai shareholders voted in favour of the acquisition at the special shareholder meeting on August 1, 2008 » Important closing condition fulfilled - closing expected within the next few days
Vienna (Austria), August 1, 2008 - Intercell AG today announced that the acquisition of Iomai by Intercell has been approved by the shareholders of Iomai in a special meeting which was held today at Iomai´s offices in Gaithersburg, MD. The merger was approved by 99,97 % of the votes cast - corresponding to more than 71% of the outstanding shares entitled to vote at the special meeting. After this important condition for the acquisition has been met, the closing of the transaction is expected within the next few days.
Transaction Terms
As previously announced, on May 12, 2008, Iomai and Intercell AG entered into an Agreement and Plan of Merger (the "Merger Agreement") whereby Iomai agreed to be acquired by Intercell AG subject to the terms and conditions of the Merger Agreement. Under the terms of the Merger Agreement, Intercell will acquire Iomai for USD 6.60 per share of Iomai´s common stock representing a fully diluted equity value of Iomai of approximately USD 189 million (EUR 122 million). Iomai´s public shareholders, representing approximately 59 percent of Iomai´s outstanding common stock will receive cash. Certain of Iomai´s largest shareholders (and their affiliates), together representing approximately 41 percent of Iomai´s outstanding common stock, agreed to exchange their shares for Intercell stock at an exchange ratio corresponding to a value of USD 6.60 per share of Iomai common stock upon closing.
end of announcement euro adhoc
Further inquiry note:
Intercell AG
Lucia Malfent
Head of Communications
Tel. +43 1 20620-303
lmalfent@intercell.com
Branche: Biotechnology
ISIN: AT0000612601
WKN: A0D8HW
Index: ATX Prime, ATX
Börsen: Wiener Börse AG / official market