Printer Friendly
The Free Library
14,632,879 articles and books
Member login
User name  
Password 
 
Join us Forgot password?

Salix Pharmaceuticals Encourages Stockholders to Support the Existing Board of Directors.


Business Editors/Health/Medical Writers

RALEIGH, N.C.--(BUSINESS WIRE)--June 10, 2003

Salix Pharmaceuticals, Ltd. (Nasdaq: SLXP), a developer and marketer of prescription pharmaceutical products for the treatment of gastrointestinal diseases gastrointestinal disease,
n an abnormal state or function of the GI system.
, today encouraged stockholders to continue their support for Salix's existing Board of Directors. The following letter was mailed on June 9 to stockholders of record as of April 25, 2003.

Dear Fellow Salix Stockholders,

We recently sent you information about the 2003 annual meeting of stockholders of Salix Pharmaceuticals, Ltd. to be held on Thursday, June 19, 2003 at 9:00 a.m. This annual meeting is of particular importance to all Salix stockholders because of the ongoing, hostile attempt by Axcan Pharma Axcan Pharma TSX: AXP NASDAQ: AXCA is a Mont-Saint-Hilaire, Quebec based leading specialty pharmaceutical company that develops, manufactures, markets and distributes a broad line of gastrointestinal (GI) products primarily in North America and Europe. , Inc. to take over your Company.

We are contacting you again today to make sure that you understand the inherent value of your Company and to ask that you demonstrate your support by sending in the enclosed en·close   also in·close
tr.v. en·closed, en·clos·ing, en·clos·es
1. To surround on all sides; close in.

2. To fence in so as to prevent common use: enclosed the pasture.
 WHITE proxy card A proxy card is an easily-acquired or home-made substitute for a collectible card. A proxy is used when a collectible card game player does not own a card, and it would be impractical for such purposes to acquire the card. . On June 6, Salix common stock closed at $11.55, significantly higher than the Axcan bid of $10.50. Salix's Board of Directors, based on careful analysis, including consultations with Salix's independent financial advisor Wachovia Securities Wachovia Securities, located in Richmond, Virginia (soon to be moved to St. Louis), is the third largest brokerage firm in the United States as of 2006 with $689 billion retail client assets under management. It is a subsidiary of Wachovia Corporation. , as well as legal counsel and leading medical authorities familiar with your Company and its products, unanimously determined that Axcan's offer is grossly inadequate.

Salix is a company built on the highest standards of quality, honesty Honesty
See also Righteousness, Virtuousness.

Alethia

ancient Greek personification of truth. [Gk. Myth.: Zimmerman, 18]

Better Business Bureau

nationwide system of organizations investigating dishonest business practices. [Am.
 and integrity. Salix's management team and Board of Directors are keenly focused on stockholder interests, and continue to be throughout this unfortunate process that was initiated by our competitor Axcan. The Salix management team and Board of Directors' commitment to enhancing stockholder value is demonstrated by Salix's rapid growth over the past few years. Our Board and management's interests and motivations are completely aligned with yours, as together we own a greater than 15% stake in Salix, totaling more than 3.3 million shares. Axcan owns only 100 shares that it purchased in April solely for the purpose of requesting information from us, suing your Board, and pursuing other actions to take over your Company. Axcan is paying $25,000 cash to each of its hand-picked five director nominees, four of whom have no equity interest whatsoever in Salix.

In contrast, your Salix Board and management team hold a significant equity stake in your Company--a stake that is worth more than 25 times their combined annual salaries.

This Board and management team has accomplished a lot in building your Company over the past few years, including:

-- Obtaining FDA FDA
abbr.
Food and Drug Administration


FDA,
n.pr See Food and Drug Administration.

FDA,
n.pr the abbreviation for the Food and Drug Administration.
 approval for COLAZAL(R) as a treatment for

ulcerative colitis ulcerative colitis

Inflammation of the colon, especially of its mucous membranes. The inflamed membranes develop patches of tiny ulcers, and the diarrhea contains blood and mucus.
 and launching it in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  in

January 2001;

-- Making significant investments to assemble its premier

gastroenterology gastroenterology

Medical specialty dealing with digestion and the digestive system. In the 17th century Jan Baptista van Helmont conducted the first scientific studies in the field; William Beaumont published his own observations in 1833.
 commercialization and sales infrastructure;

-- Increasing COLAZAL sales every quarter since launch, at a

compounded quarterly growth rate of 42% based on total

prescriptions;

-- Continuing to hit all time high weekly records as of the week

ending May 23, 2003, for total COLAZAL prescriptions--clearing

the 5,000 prescription/ week level for the first time ever

this May. COLAZAL continues to be the fastest growing drug of

its kind;

-- Acquiring U.S. rights to a patented granulated gran·u·late  
v. gran·u·lat·ed, gran·u·lat·ing, gran·u·lates

v.tr.
1. To form into grains or granules.

2. To make rough and grainy.

v.intr.
 formulation formulation /for·mu·la·tion/ (for?mu-la´shun) the act or product of formulating.

American Law Institute Formulation
 of

mesalamine, which should expand treatment options and dosing

regimens for ulcerative colitis. This product was acquired

from Dr. Falk Pharma GmbH, along with a right of first

negotiation with respect to certain other products (which

could be competitive with Axcan's top two U.S. products);

-- Receiving an FDA approvable letter for its second drug,

Rifaximin, for the treatment of travelers' diarrhea trav·el·ers' diarrhea or trav·el·er's diarrhea
n.
Diarrhea and abdominal cramps occurring among travelers to regions where sanitation is poor, commonly caused by a toxin-producing strain of the bacterium Escherichia coli.
 in October

2002;

-- Preparing a response to the FDA for filing in or before

November 2003, allowing for an anticipated launch of Rifaximin

in 2004; and

-- Actively exploring additional indications, clinical trials and

co-promotion arrangements to capitalize on Cap´i`tal`ize on`   

v. t. 1. To turn (an opportunity) to one's advantage; to take advantage of (a situation); to profit from; as, to capitalize on an opponent's mistakes s>.
 the significant

potential for Rifaximin, which we believe could achieve U.S.

sales of more than $550 million in its fifth year.

Axcan is claiming that, if elected, their hand-picked director nominees paid by Axcan may not support Axcan's hostile offer, but "that's O.K." with Axcan. In essence, Axcan is trying to convince you that despite their spending millions of dollars in an unprovoked, hostile takeover Hostile Takeover

A takeover attempt that is strongly resisted by the target firm.

Notes:
Hostile takeovers are usually bad news, as the employee moral of the target firm can quickly turn to animosity against the acquiring firm.
 attempt for Salix, Axcan's real interest is in protecting the interests of Salix stockholders. Looking at it a different way, Axcan is saying that they were willing to spend millions of dollars of Axcan stockholders' money in an effort to maximize the return on their 100 share investment in Salix. The absurdness ab·surd  
adj.
1. Ridiculously incongruous or unreasonable. See Synonyms at foolish.

2. Of, relating to, or manifesting the view that there is no order or value in human life or in the universe.

3.
 of this argument is obvious. The reality is that Axcan is trying to acquire your Company "on the cheap." Given that this is Axcan's obvious objective, we believe the better choice is clear--voting for the incumbent Salix Board and management team, whose financial interests are completely aligned with stockholders like you.

In conclusion, let us remind you that Salix's management team and Board of Directors believe that Salix and its stockholders are on the cusp of realizing the benefits of the significant investments it has made over the past few years. Specifically, we believe Salix is positioned to continue to grow COLAZAL sales and to successfully sell additional products, thus significantly increasing revenues without having to incur significant additional expenses. As a result, based on current expectations and assumptions regarding COLAZAL sales, Salix expects to become profitable in the second half of 2004 regardless of the status of Rifaximin, and believes it will be profitable for the year ending December 31, 2004 if Rifaximin is approved and launched early in the second half of 2004 as expected. As significant fellow investors, your Board of Directors and management team remains committed to continuing to enhance stockholder value. The Salix Board believes Axcan is trying to acquire Salix at a time when the Salix common stock price has been artificially and temporarily depressed. The Salix Board also believes that Salix is poised for significant growth and profitability and its current Board and management team can better enhance stockholder value for you by continuing to execute its business plan.

Accordingly, the Salix Board unanimously recommends that you VOTE "FOR" THE FIVE SALIX DIRECTOR NOMINEES and "AGAINST" Axcan's proposed bylaw by·law  
n.
1. A law or rule governing the internal affairs of an organization.

2. A secondary law.



[Middle English bilawe, body of local regulations; akin to Danish
 resolution.

Sincerely,

Robert P. Ruscher, Executive Chairman of the Board

Carolyn J. Logan, President and Chief Executive Officer

Salix Pharmaceuticals, Ltd., headquartered in Raleigh, North Carolina For other uses of this name, see Raleigh.
Raleigh (IPA: /ˈrɑli/, ral-ee) is the capital of the State of North Carolina and the county seat of Wake County.
, develops and markets prescription pharmaceutical products for the treatment of gastrointestinal diseases. Salix's strategy is to in-license late-stage or marketed proprietary therapeutic drugs; complete any required development and regulatory submission of these products; and market them through the Company's 84-member gastroenterology specialty sales marketing team. Salix trades on the Nasdaq National Market under the ticker symbol Ticker Symbol

An arrangement of characters (usually letters) representing a particular security listed on an exchange or otherwise traded publicly. When a company issues securities to the public marketplace, it selects an available ticker symbol for its securities which investors
 "SLXP."

For more information please contact the Company at 919/862-1000 or visit our web site at www.salix.com. Information on our web site is not incorporated in our SEC filings.

Please Note: This press release contains forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 regarding future events. These statements are just predictions and are subject to risks and uncertainties that could cause the actual events or results to differ materially. These risks and uncertainties include risks of regulatory review and clinical trials, the need to acquire additional products and management of rapid growth. The reader is referred to the documents that the Company files from time to time with the Securities and Exchange Commission.
COPYRIGHT 2003 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2003, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Publication:Business Wire
Geographic Code:1CANA
Date:Jun 10, 2003
Words:1206
Previous Article:21st Century Holding Company's Board Raises Dividend 29%.
Next Article:U.S. Army Corps Of Engineers, Member Of Multi-Agency Team Reach Consensus On Approach To Protect Long Island's South Shore.
Topics:



Related Articles
Salix Pharmaceuticals Receives Unsolicited Tender Offer.
Salix Pharmaceuticals Board Unanimously Recommends Rejection of Axcan's Unsolicited Tender Offer.
Salix Pharmaceuticals Urges Stockholders to Defer Action on Increased Offer from Axcan.
Salix Pharmaceuticals to Acquire InKine Pharmaceutical; Strategic Combination Creates Leading Specialty Pharmaceutical Company Focused on...
Salix Pharmaceuticals Moves Forward with XIFAXAN Travelers' Diarrhea Prevention Study; First Step toward XIFAXAN Filing for Prophylactic Indication.
Salix Pharmaceuticals to Present at Banc of America Securities Conference.
InKine Reports Second Quarter 2005 Financial Results.
Nation's Leading Independent Proxy Advisory Firm Recommends That InKine Shareholders Vote in Favor of Merger with Salix Pharmaceuticals.
Salix Pharmaceuticals Completes Merger with InKine Pharmaceutical; Merger Creates Largest US Specialty Pharmaceutical Company Focused Exclusively on...
Salix Pharmaceuticals Announces Acceleration of Stock Option Vesting.

Terms of use | Copyright © 2009 Farlex, Inc. | Feedback | For webmasters | Submit articles