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news.Switzerland-based Roche has announced that its wholly owned subsidiary 900 North Point Acquisition has accepted for payment all shares validly tendered and not withdrawn pursuant to its tender offer for all outstanding shares of common stock of US-based Memory Pharmaceuticals at $0.61 per share in cash.
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As of the expiration of the tender offer, a total of approximately 73.17 shares of Memory common stock were tendered and not withdrawn, representing approximately 89% of outstanding shares.
Roche intends to complete the acquisition of Memory through a merger to be effected as promptly as practicable in accordance with the terms of the merger agreement between Roche and Memory. If the merger takes place, Roche will own all of the shares of Memory and all other remaining Memory stockholders will receive the same cash consideration per share as was paid in the tender offer.
As a result of the purchase of shares in the offer, 900 North Point Acquisition has sufficient voting power to approve the merger without the affirmative vote of any other Memory stockholder.
William Burns, CEO Division Roche Pharmaceuticals, said: Acquiring Memory Pharmaceuticals will enable Roche to secure the future development of its promising nicotinic alpha-7 agonists. The innovative work carried out by the scientists at Memory Pharmaceuticals will be fully integrated into Roche’s R&D portfolio with the aim of providing new hope for patients and caregivers affected by devastating diseases such as Alzheimer’s.