Market Overview

Seattle Genetics Commences Tender Offer for Cascadian Therapeutics, Inc.

Share:

Seattle Genetics, Inc. (NASDAQ:SGEN) today announced that its
wholly-owned subsidiary, Valley Acquisition Sub, Inc., has commenced its
previously announced tender offer for all outstanding shares of common
stock of Cascadian Therapeutics, Inc. (NASDAQ:CASC) at a price of $10.00
per share net to the seller in cash, without interest, less any
applicable withholding taxes (the "Offer"). The Offer is being made in
connection with the Agreement and Plan of Merger, dated as of January
30, 2018, among Seattle Genetics, Valley Acquisition Sub, and Cascadian
Therapeutics.

The board of directors of Cascadian Therapeutics has determined that the
offer is advisable, fair to and in the best interests of Cascadian
Therapeutics and its stockholders and unanimously recommends that the
stockholders of Cascadian Therapeutics tender their shares.

Complete terms and conditions of the tender offer can be found in the
Offer to Purchase, Letter of Transmittal and other related materials
that will be filed with the Securities and Exchange Commission (the
"SEC") on February 8, 2018. In addition, Cascadian Therapeutics will
file a Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC relating to the offer.

The Offer is scheduled to expire at midnight, New York City time, on
March 9, 2018 (one minute after 11:59 p.m. Eastern Time on March 8,
2018), unless the Offer is extended or earlier terminated in accordance
with the rules and regulations of the SEC and the merger agreement
governing the Offer and the related transactions.

Copies of the Offer to Purchase, Letter of Transmittal and other related
materials are available free of charge at the SEC's website (www.sec.gov)
or by directing a request to Innisfree M&A Incorporated, the information
agent for the tender offer, toll-free at (888) 750-5834. Computershare
Trust Company, N.A. is acting as depositary for the tender offer.

About Seattle Genetics

Seattle Genetics is an innovative biotechnology company dedicated to
improving the lives of people with cancer through novel antibody-based
therapies. The company's industry-leading antibody-drug conjugate (ADC)
technology harnesses the targeting ability of antibodies to deliver
cell-killing agents directly to cancer cells. Seattle Genetics
commercializes ADCETRIS® (brentuximab vedotin) for the treatment of
several types of CD30-expressing lymphomas. The company is also
advancing a robust pipeline of novel therapies for solid tumors and
blood-related cancers designed to address significant unmet medical
needs and improve treatment outcomes for patients. More information can
be found at www.seattlegenetics.com
and follow @SeattleGenetics on Twitter.

About Cascadian Therapeutics

Cascadian Therapeutics is a clinical-stage biopharmaceutical company
dedicated to developing innovative product candidates for the treatment
of cancer. For more information, please visit www.cascadianrx.com.

Additional Information about the Transaction

This communication is neither an offer to purchase nor a solicitation of
an offer to sell any shares of the common stock of Cascadian
Therapeutics or any other securities. Valley Acquisition Sub, Inc. and
Seattle Genetics, Inc. have filed a tender offer statement on Schedule
TO with the SEC and the offer to purchase shares of Cascadian
Therapeutics common stock will only be made pursuant to the offer to
purchase, the letter of transmittal and related documents filed with
such Schedule TO and Cascadian Therapeutics has filed a
Solicitation/Recommendation Statement on Schedule 14D-9 relating to the
Offer with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ
BOTH THE TENDER OFFER STATEMENT, AS FILED AND AS IT MAY BE AMENDED FROM
TIME TO TIME, AND THE SOLICITATION/RECOMMENDATION STATEMENT, AS FILED
AND AS MAY BE AMENDED FROM TIME TO TIME, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION REGARDING THE OFFER.
Investors and security holders may
obtain a free copy of these statements and other documents filed with
the SEC at the website maintained by the SEC at www.sec.gov
or by directing such requests to Innisfree M&A Incorporated toll-free at
(888) 750-5834.

Cautionary Statement Regarding Forward-Looking Statements

This communication may contain, in addition to historical information,
certain forward-looking statements regarding future events, conditions,
circumstances or the future financial performance of Seattle Genetics,
Inc., and its affiliates, including Valley Acquisition Sub, Inc.
(collectively, "Seattle Genetics") or Cascadian Therapeutics following
completion of the Offer, the merger and other related transactions (the
"Transactions"), as well as Seattle Genetics' preliminary financial
results set forth in this communication and other statements herein that
are not historical fact. Often, but not always, forward-looking
statements can be identified by the use of words such as "plans,"
"expects," "expected," "scheduled," "estimates," "intends,"
"anticipates" or "believes," or variations of such words and phrases or
state that certain actions, events, conditions, circumstances or results
"may," "could," "would," "might" or "will" be taken, occur or be
achieved. Such forward-looking statements are not guarantees or
predictions of future performance, and are subject to known and unknown
risks, uncertainties and other factors, many of which are beyond our
control, that could cause actual results, performance or achievements of
Seattle Genetics or Cascadian Therapeutics following completion of the
Transactions to differ materially from any future results, performance
or achievements expressed or implied by such forward-looking statements.
Such risks and uncertainties include: (i) the risk that not all
conditions of the Offer or the merger will be satisfied or waived, (ii)
uncertainties associated with any aspect of the Transactions, including
uncertainties relating to the anticipated timing of filings and
approvals relating to the Transactions, the outcome of legal proceedings
that may be instituted against Cascadian Therapeutics and/or others
relating to the Transactions, the expected timing of completion of the
Transactions, the satisfaction of the conditions to the consummation of
the Transactions and the ability to complete the Transactions, (iii) the
level of product sales in the United States, Canada, the European Union,
Japan and other countries in which Seattle Genetics has received
approval by relevant regulatory authorities, (iv) the results of
discovery efforts and preclinical, clinical and commercial activities by
Seattle Genetics or Cascadian Therapeutics, or those of their respective
competitors, (v) announcements of the FDA or foreign regulatory approval
or non-approval of product candidates, or specific label indications for
or restrictions, warnings or limitations in its use, or delays in the
regulatory review or approval process, in connection with product
candidates, (vi) announcements regarding the results of the clinical
trials that each of Seattle Genetics and Cascadian Therapeutics are
conducting or may in the future conduct, (vii) announcements regarding,
or negative publicity concerning, adverse events associated with the use
of Seattle Genetics' or Cascadian Therapeutics' respective products or
product candidates, (viii) termination of or changes in Seattle
Genetics' or Cascadian Therapeutics' existing collaborations or
licensing arrangements, (ix) entry into additional material strategic
transactions including licensing or acquisition of products, businesses
or technologies, (x) actions taken by regulatory authorities with
respect to product candidates, clinical trials or regulatory filings of
Seattle Genetics or Cascadian Therapeutics, (xi) raising of additional
capital and the terms upon which Seattle Genetics may raise any
additional capital, (xii) market conditions for equity investments in
general, or the biotechnology or pharmaceutical industries in
particular, (xiii) developments or disputes concerning Seattle Genetics'
or Cascadian Therapeutics' proprietary rights, (xiv) developments
regarding the pending and potential additional related purported
securities class action lawsuits, as well as any other potential
litigation, (xv) share price and volume fluctuations attributable to
inconsistent trading volume levels of Seattle Genetics' shares, (xvi)
changes in government regulations, (xvii) economic or other external
factors and (xviii) other factors discussed under the caption "Risk
Factors" in each company's Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2017 and other reports filed with
the SEC, including the tender offer documents to be filed by Seattle
Genetics and the solicitation/recommendation to be filed by Cascadian
Therapeutics. Many of these risks and uncertainties relate to factors
that are beyond Seattle Genetics' ability to control or estimate
precisely, and any or all of these forward-looking statements may turn
out to be wrong. Seattle Genetics cannot give any assurance that such
forward-looking statements will prove to have been correct. The reader
is cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this communication.
Seattle Genetics disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events, conditions, circumstances or otherwise,
except as required by applicable law.

Nothing contained herein shall be deemed to be a forecast, projection or
estimate of the future financial performance of Seattle Genetics or
Cascadian Therapeutics following completion of the Offer, the merger and
other related transactions unless otherwise stated.

View Comments and Join the Discussion!
 
Don't Miss Any Updates!
News Directly in Your Inbox
Subscribe to:
Benzinga Premarket Activity
Get pre-market outlook, mid-day update and after-market roundup emails in your inbox.
Market in 5 Minutes
Everything you need to know about the market - quick & easy.
Fintech Focus
A daily collection of all things fintech, interesting developments and market updates.
Thank You

Thank you for subscribing! If you have any questions feel free to call us at 1-877-440-ZING or email us at vipaccounts@benzinga.com