Pharmion shareholders will receive $25 in cash and 0.8367 Celgene shares for each share of Pharmion stock owned. Celgene, which is engaged in the development and commercialization of therapies to treat cancer and immune-inflammatory related diseases, said that the cash portion of the transaction is being funded by its cash on hand. Upon closing of the acquisition, Pharmion stockholders will own approximately six percent of Celgene's outstanding common stock. Pharmion shares were delisted from Nasdaq and trading ceased at the close of business on Friday, March 7, 2008.
The Summit, New Jersey-based company said the transaction brings together three medically meaningful therapies, namely, its oral cancer drug Revlimid as well as Thalomid, which is indicated for an inflammatory complication of leprosy, and Pharmion's Vidaza. These products are expected to accelerate financial growth as the company moves into nearly 100 countries over the next five years and beyond. Celgene expects the acquisition to be slightly dilutive to earnings in 2008, accretive in 2009 and materially accretive in 2010 and beyond.
"We are now able to serve these patients through three major approved therapies, with a strong portfolio of hematology and solid tumor candidates advancing through our pipeline to address future needs. In addition, we have a number of innovative programs encompassing therapies for immune/inflammatory disorders, hematological malignancies and other cancers," said Sol J. Barer, Chairman and CEO of Celgene Corporation.
Pharmion, based in Boulder, Colorado, has built a successful and promising oncology franchise. Pharmion has four products on the market and several in development focused on hematological and solid tumor cancers.
Additionally, Celgene said it plans to announce its first quarter financial results on Thursday, May 8 at which time it will also provide updated 2008 financial guidance.
CELG lost $0.21 or 0.37% at $56.76 in the after hours session on a volume of 10.05 million shares.
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