Gilead set to acquire Triangle for $464m

BT Catalyst,  Jan, 2003  

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Gilead Sciences Inc. (Nasdaq: GILD) of Foster City, Calif., and Triangle Pharmaceuticals Inc. (Nasdaq: VIRS) of Durham recently signed a definitive agreement for Gilead to acquire Triangle for approximately $464 million.

The transaction has been structured as a two-step acquisition composed of a cash tender offer for all of the outstanding Triangle common stock at $6.00 per share, followed by a cash merger in which Gilead would acquire any remaining outstanding Triangle common stock at $6.00 per share.

The acquisition is subject to various conditions, including the tender of at least a majority of the shares of Triangle common stock and the receipt of clearance under the Hart-Scott-Radino Antitrust Improvements Act. Gilead and Triangle expect the tender offer to close in the first half of 2003. Triangle will become a wholly owned subsidiary of Gilead once the acquisition is complete.

"The Triangle team has built a portfolio of products with great potential for patients suffering from HIV disease and chronic hepatitis B," said Daniel G. Welch, chairman and CEO of Triangle. "Gilead has recognized this potential and brings the experience of its team to ours, allowing us to more fully realize the potential of Coviracil and our other compounds in development. This transaction validates the oustanding accomplishments and the value created by the Triangle team."

Triangle's pipeline of products includes the antiviral Coviracil, a one pill, once-daily nucleoside analogue for the treatment of HIV. Triangle filed a New Drug Application for Coviracil with the U.S. Food and Drug Administration in September, and planned to file a Marketing Authorization Application in Europe before the start of 2003.

"As a company dedicated to advancing therapeutics against life-threatening infectious diseases, Gilead has a strong scientific and strategic rationale for the acquisition of Triangle," said John C. Martin, Ph.D., president and CEO of Gilead. "Our focus in infectious diseases has enabled us to successfully launch Viread [R] and Hepsera [TM] in the United States within the span of one year. We believe Triangle's product portfolio offers important synergies and opportunities for growth while allowing us to leverage the infrastructure, capabilities and relationships with HIV and hepatitis B-treating physicians that we have built around the world."

In addition to pursuing the commercialization of Coviracil as a single agent, Gilead plans to immediately initiate development of a co-formulation of Viread and Coviracil as a potential fixeddose combination treatment for patients with HIV. Coviracil also is being evaluated in a Phase III study for patients with chronic hepatitis B.

For more information visit the companies' Web sites at www.gilead.com and www.tripharm.com.

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