2013 AB 128 Code of Conduct Compliant Companies
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Abbvie Allergan Acquisition
Creating a New Diversified Biopharmaceutical Company The Combination of AbbVie and Allergan Investor Presentation June 25, 2019 NO OFFER OR SOLICITATION This presentation is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the acquisition or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. In particular, this presentation is not an offer of securities for sale into the United States. No offer of securities shall be made in the United States absent registration under the U.S. Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements. Any securities issued in the acquisition are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act of 1933, as amended. The acquisition will be made solely by means of the Scheme Document (or, if applicable, the Takeover Offer document), which will contain the full terms and conditions of the acquisition, including details with respect to the AbbVie shareholder vote in respect of the acquisition. Any decision in respect of, or other response to, the acquisition, should be made only on the basis of the information contained in the Scheme Document. IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC In connection with the proposed Acquisition, Allergan will file with the Securities Exchange Commission (the “SEC”) a Proxy Statement, which will include the Scheme Document. -
Transcept Pharmaceuticals, Inc
Table of Contents SCHEDULE 14A (RULE 14A 101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by x Definitive Proxy Statement Rule 14a-6(e)(2)) ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to §240.14a-12 Transcept Pharmaceuticals, Inc. (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required. ¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: ¨ Fee paid previously with preliminary materials. ¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: Table of Contents NOTICE OF ANNUAL MEETING OF STOCKHOLDERS JUNE 23, 2011 To Our Stockholders: NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of Transcept Pharmaceuticals, Inc., a Delaware corporation, will be held on Thursday, June 23, 2011, at 8:30 a.m., local time, at our office located at 1003 West Cutting Blvd., Suite 110, Point Richmond, California 94804, for the following purposes: 1. -
Responding to Mylan's Inadequate Tender Offer
Responding To Mylan’s Inadequate Tender Offer: Perrigo’s Board Recommends That You Reject the Offer and Do Not Tender September 2015 Important Information Forward Looking Statements Certain statements in this presentation are forward-looking statements. These statements relate to future events or the Company’s future financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company or its industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company’s control, including future actions that may be taken by Mylan in furtherance of its unsolicited offer. These and other important factors, including those discussed under “Risk Factors” in the Perrigo Company’s Form 10-K for the year ended June 27, 2015, as well as the Company’s subsequent filings with the Securities and Exchange -
2015 Annual Report
ANNUAL REPORT 2015 MARCH 2016 TO OUR SHAREHOLDERS ALEX GORSKY Chairman, Board of Directors and Chief Executive Officer This year at Johnson & Johnson, we are proud this aligned with our values. Our Board of WRITTEN OVER to celebrate 130 years of helping people Directors engages in a formal review of 70 YEARS AGO, everywhere live longer, healthier and happier our strategic plans, and provides regular OUR CREDO lives. As I reflect on our heritage and consider guidance to ensure our strategy will continue UNITES & our future, I am optimistic and confident in the creating better outcomes for the patients INSPIRES THE long-term potential for our business. and customers we serve, while also creating EMPLOYEES long-term value for our shareholders. OF JOHNSON We manage our business using a strategic & JOHNSON. framework that begins with Our Credo. Written OUR STRATEGIES ARE BASED ON over 70 years ago, it unites and inspires the OUR BROAD AND DEEP KNOWLEDGE employees of Johnson & Johnson. It reminds OF THE HEALTH CARE LANDSCAPE us that our first responsibility is to the patients, IN WHICH WE OPERATE. customers and health care professionals who For 130 years, our company has been use our products, and it compels us to deliver driving breakthrough innovation in health on our responsibilities to our employees, care – from revolutionizing wound care in communities and shareholders. the 1880s to developing cures, vaccines and treatments for some of today’s most Our strategic framework positions us well pressing diseases in the world. We are acutely to continue our leadership in the markets in aware of the need to evaluate our business which we compete through a set of strategic against the changing health care environment principles: we are broadly based in human and to challenge ourselves based on the health care, our focus is on managing for the results we deliver. -
Manufacturers and Wholesalers Street
Nevada AB128 Code of Conduct Compliant Companies Manufacturers and Wholesalers Street City ST Zip 10 Edison Street LLC 13 Edison Street LLC Abbott Diabetes Care Division Abbott Diagnostic Division Abbott Electrophysiology (including Kalila Medical 2- 2016)) Abbott Laboratories 100 Abbott Park Road, Dept. EC10, Bldg. APGA-2 Abbott Park IL 60064 Abbott Medical Optics Abbott Molecular Division Abbott Nutrition Products Division Abbott Vascular Division (includes Tendyne 9-2015) AbbVie, Inc. 1 N. Waukegan Road North Chicago IL 60064 Acadia Phamaceuticals 3611 Valley Centre Drive, Suite 300 San Diego CA 92130 Accelero Health Partners, LLC Acclarent, Inc. 1525-B O'Brien Dr. Menlo Park CA 94025 Accuri Cyometers, Inc. Ace Surgical Supply, Inc. 1034 Pearl St. Brockton MA 02301 Acorda Therapeutics, Inc. 420 Sawmill River Road Ardsley NY 10532 AcriVet, Inc. Actavis W.C. Holding, Inc. Morris Corporate Center III, 400 Interpace Parkway Parsippany NJ 07054 Actavis , Inc. Actelion Pharmaceuticals US, Inc. 5000 Shoreline Court, Suite 200 S. San Francisco CA 94080 Activis 400 Interpace parkway Parsippany NJ 07054 A-Dec, Inc. 2601 Crestview Dr. Newberg OR 97132 Advanced Respiratory, Inc. Advanced Sterilization Products 33 Technology Drive Irvine CA 92618 Advanced Vision Research, Inc., dba Akorn Consumer Health Aegerion Pharmaceuticals, Inc. 101 Main Street, Suite 1850 Cambridge MA 02142 Aesculap Implant Systems, Inc. Aesculap, Inc. 3773 Corporate Parkway Center Valley PA 18034 Aesthera Corporation Afaxys, Inc. PO Box 20158 Charleston SC 29413 AGMS, Inc. Akorn (New Jersey) Inc. Page 1 of 23 Pages 2/15/2017 Nevada AB128 Code of Conduct Compliant Companies Akorn AG (formerly Excelvision AG) Akorn Animal Health, Inc. -
Nobel Endeavors in Immunology Introducing Dr
SPRING 2012 A PUBLICATION OF SOUTHWESTERN MEDICAL FOUNDATION Nobel Endeavors in Immunology Introducing Dr. Bruce Beutler, UT Southwestern’s fifth Nobel Laureate, and the new Center for the Genetics of Host Defense Southwestern Medical Foundation Board of Trustees 2011-2012 Edward M. Ackerman Joe M. Haggar, III Richard R. Pollock Sara Melnick Albert Nancy S. Halbreich Caren H. Prothro The Heritage Society Rafael M. Anchia LaQuita C. Hall Carolyn Perot Rathjen OF SOUTHWESTERN MEDICAL FOUNDATION Table of Contents Charlotte Jones Anderson Paul W. Harris* Mike Rawlings table of contents Barry G. Andrews Linda W. Hart Jean W. Roach Joyce T. Alban Mr. and Mrs. Thomas E. McCullough Marilyn H. Augur Joe V. (Jody) Hawn, Jr. Linda Robuck Mr. and Mrs. James R. Alexander Christopher F. McGratty Robert D. Rogers Ralph W. Babb, Jr. Jess T. Hay Anonymous (11) Carmen Crews McCracken McMillan Editor Doris L. Bass Frederick B. Hegi, Jr. Catherine M. Rose George A. Atnip# Ferd C. and Carole W. Meyer Nobel Endeavors in Immunology Peter Beck Jeffrey M. Heller* Billy Rosenthal Marilyn Augur* William R. and Anne E. Montgomery Heidi Harris Cannella The threads of Dr. Bruce Beutler’s scientific 3 # Jill C. Bee Julie K. Hersh Lizzie Horchow Routman* Paul M. Bass* Kay Y. Moran career are inextricably woven into the fabric of W. Robert Beavers, M.D. Barbara and Robert Munford Gil J. Besing Thomas O. Hicks Robert B. Rowling* Creative Director UT Southwestern’s history. From intern to mid-career Drs. Paul R. and Robert H. Munger# Jan Hart Black Sally S. Hoglund Stephen H. -
CONCERT PHARMACEUTICALS, INC. (Exact Name of Registrant As Specified in Its Charter)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under §240.14a-12 CONCERT PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): x No fee required. ¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: ¨ Fee paid previously with preliminary materials. ¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: 1 Concert Pharmaceuticals, Inc. -
The Impact of Secondary Innovation on Firm Market Value in the Pharmaceutical Industry
The Impact of Secondary Innovation on Firm Market Value in the Pharmaceutical Industry By: Maitri Punjabi Honors Thesis Economics Department The University of North Carolina at Chapel Hill March 2016 Approved: ______________________________ Dr. Jonathan Williams Punjabi 2 Abstract This paper analyzes the effect of the changing nature of innovation on pharmaceutical firm market value from the years 1987 to 2010 by using U.S. patent and claim data. Over the years, firms have started shifting focus from primary innovation to secondary innovation as new ideas and new compounds become more difficult to generate. In this study, we analyze the impact of this patent portfolio shift on the market capitalization of pharmaceutical firms. After using firm fixed effects and the instrumental variable approach, we find that there exists a strong positive relationship between secondary innovations and the market value of the firm– in fact, we find a stronger relationship than is observed between primary innovation and market value. When focusing on the different levels of innovation within the industry, we find that this relationship is stronger for less-innovative firms (those that have produced fewer patents) than it is for highly- innovative firms. We also find that this relationship is stronger for firms that spend less on research and development, complementing earlier findings that research productivity is declining over time. Punjabi 3 Acknowledgements I would primarily like to thank my adviser, Dr. Jonathan Williams, for his patience and constant support. Without his kind and helpful attitude, this project would have been a much more frustrating process. Through his knowledge of the industry, I have gained valuable insight and have learned a great deal about a unique and growing field. -
Diabetes Close up December Supplement, 2005, No. 53 J&J To
Diabetes Close Up December supplement, 2005, No. 53 J&J To Buy Animas in Sublime Strategic Play T h e S h o r t e r V e r s i o n From the Editor: J&J’s LifeScan announced December 16 that it intends to buy Animas Corporation for $518 million in cash, or $24.50/share, a 35% premium over Animas’ closing price the 15th. We think this acquisition makes very good strategic sense – essentially, it’s the #1 glucose monitoring company buying the #2 pump player. In many respects, this was a classic J&J deal – Animas is newly profitable this year, the deal is immediately accretive, and it offers J&J an excellent leg up as it enters the pump market. Too, J&J had owned ~10% of Animas for some time. Now, while Animas is #2, it is still far behind leader Medtronic MiniMed, whose new(ish) leader, successful cardiac surgery veteran Bob Guezuraga has really impressed the diabetes community. Smart, ambitious, and seemingly hyper-focused, he appears very serious about taking the business to the next level and leaving success in diabetes as his legacy. What could be better for patients than significant focus industry-wide on better physiologic delivery? As competition heightens, we expect innovation to move faster – all good, from a patient perspective. Details on the acquisition are below – what J&J gets, what Animas gets, and what’s next. What a way to end what’s been a very dynamic year in diabetes … --Kelly L. Close DCU #53, December supplement 2005, J&J Buys Animas in Sublimely Strategic Deal. -
Influential Women in Securities: Michele Johnson by Carmen Germaine
Portfolio Media. Inc. | 111 West 19th Street, 5th Floor | New York, NY 10011 | www.law360.com Phone: +1 646 783 7100 | Fax: +1 646 783 7161 | [email protected] Influential Women In Securities: Michele Johnson By Carmen Germaine Law360, New York (June 17, 2016, 10:54 PM ET) -- Latham & Watkins LLP's Michele Johnson has fought shareholder challenges to billions of dollars' worth of acquisitions, but her most significant success to date came in representing Allergan as it fought a hostile takeover from Valeant and Pershing Square, developing an argument that blazed new ground in securities law and landing her among Law360's Influential Women in Securities Law. In the highly publicized case, Johnson and the Latham team were on the frontline defending Allergan Inc. from the hostile bid using a novel, untested theory — that Valeant Pharmaceuticals International Inc., billionaire activist investor Bill Ackman and Michele Johnson his fund Pershing Square Capital Management LP had committed insider trading in Latham & Watkins LLP developing their scheme. "It was all-out war," Johnson recalled. As Johnson explained, Valeant and Pershing publicly announced the takeover offer on April 22, 2014, a day after Pershing revealed that it had covertly amassed a 9.7 percent stake in Allergan. Allergan's board rebuffed the offer, concerned about the long-term viability of Valeant's strategy, which involved acquiring pharmaceutical rivals, slashing their research budgets and jacking up drug prices. As Valeant and Pershing pushed forward with their hostile bid, the Botox manufacturer filed a lawsuit to halt the purchase. The suit, filed Aug. 1, made immediate waves. -
Management Liability Focus Johnson & Johnson 1
Insured Profile Report – Management Liability Focus Johnson_________________________________________________________________________ & Johnson Company Profile Credit Details Location 1 Johnson and Johnson Plz Overall Credit Risk High Risk New Brunswick, NJ www.jnj.com Number of Legal Derogatory 84 Company Type Public Items Liability Amount $322,285.00 Formerly Known As N/A Experian Intelliscore 2.57 SIC Code 2834 SIC Code Description Pharmaceutical Preparations Experian Intelliscore Percentile 2.00 % of companies score lower and have higher credit risk Established 1955 Experian Commercial IntelliscoreSM is an all-industry commercial model using business information to predict business risk. Its Sales (in millions) $65,030.00 predictiveness is among the best on the market today The objective of the Commercial Intelliscore Model is to predict seriously Employees 117,900 derogatory payment behavior. Possible score range from 0 to 100, where 0 is high risk and 100 is low risk Total OSHA Violations 18 -Liability Amount is the total dollar amount of debtor’s legal liability, OSHA is an arm of the Department of Labor that conducts inspections of company including accounts in collection, tax liens,judgments and/or bankruptcies facilities with the goal of preventing work-related injuries, illnesses and deaths. -The Number of Legal Derogatory items are the sum of Tax-Lien Worksites that do not meet health and/or safety standards at the time of inspection may Count, Bankruptcy,Judgment, Collection-Counter and UCC Derog receive an OSHA violation. Total FDA NDC Drugs 177 The total number of FDA Drugs filed in the FDA NDC Drug Database. Business Description Johnson & Johnson is engaged in the research and development, manufacture and sale of a range of products in the healthcare field. -
Signatory Companies
PhRMA Direct to Consumer Advertising Principles Signatory Companies In October 2018, the PhRMA BoArd of Directors Adopted meAsures to enhAnce the PhRMA Guiding Principles on Direct to Consumer Advertisements About Prescription Medicines. The revised, voluntAry Principles become effective on April 15, 2019. The revised, voluntAry Principles include A new guiding principle stAting thAt “[A]ll DTC television Advertising thAt identifies A prescription medicine by nAme should include direction as to where patients can find information about the cost of the medicine, such as a company- developed website, including the list price And Average, estimAted or typicAl pAtient out-of- pockets costs, or other context About the potentiAl cost of the medicine.” The Principles Also stAte thAt PhRMA will identify on its website All compAnies thAt voluntArily And independently commit to Abide by the Principles And will identify compAnies thAt complete, At the AppropriAte time, AnnuAl certificAtions thAt they hAve policies And procedures in plAce to foster compliAnce with the Principles. The following is A list of All signAtory compAnies who hAve Announced thAt they intend to Abide by the Principles: AbbVie GlAxoSmithKline Alexion Pharmaceuticals, Inc. Incyte CorporAtion Alkermes plc. Ipsen BiophArmAceuticAls, Inc. Allergan plc Johnson & Johnson Amgen Inc. Lundbeck Inc. Astellas Americas Merck & Co., Inc. AstrAZenecA PhArmAceuticAls LP NovArtis PhArmAceuticAls CorporAtion Bayer CorporAtion Novo Nordisk Inc. Biogen OtsukA AmericA PhArmAceuticAl, Inc. (OAPI) BioMArin PhArmAceuticAl Inc. Pfizer Inc Boehringer Ingelheim PharmAceuticAls, Inc. Purdue PhArmA L.P. Bristol-Myers Squibb CompAny Sanofi Celgene CorporAtion Sunovion Pharmaceuticals Inc. Daiichi SAnkyo, Inc. TakedA PhArmAceuticAls USA, Inc. EisAi Inc. TevA PhArmAceuticAls Eli Lilly And CompAny UCB EMD Serono .