San Diego, CA and Cambridge, MA, March 31, 2003 -- Invitrogen Corporation (Nasdaq: IVGN) and Vertex Pharmaceuticals Incorporated (Nasdaq: VRTX) today jointly announced the completion of the sale of products and technology rights of Vertex's PanVera LLC to Invitrogen for approximately $95 million in cash. PanVera LLC has been a wholly-owned subsidiary of Vertex.
Based in Madison, Wisconsin, PanVera provides products and services that are designed to accelerate the discovery of new medicines by the pharmaceutical and biopharmaceutical industries. Through the transaction, Invitrogen is acquiring PanVera's leading-edge biochemical and cellular assay capabilities and its commercial portfolio of proprietary reagents, probes and proteins. Certain of these technologies were developed by the former Aurora Biosciences Corporation, which was acquired by Vertex in 2001. As part of the transaction, Invitrogen is also acquiring PanVera's new R&D and manufacturing facility in Madison, which is staffed by more than 100 PanVera employees. Invitrogen plans to expand the sale of PanVera products to target a broader market, including academic and government researchers.
"The completion of this transaction brings Invitrogen a broad array of complementary product offerings for the determination of protein function, labeling and detection of biological molecules, and custom and pre-packaged biochemical and cell-based assays," said James Glynn, President and CEO of Invitrogen. "We believe this transaction will offer distinct benefits to our customers, as we will be able to better serve their evolving research and drug discovery needs."
"The cash value captured in this transaction will provide strong financial support for Vertex's pursuit of its core objectives: to discover, develop, and commercialize pharmaceutical products directed at areas of high unmet medical need," said Joshua Boger, Ph.D., Chairman and CEO of Vertex.
Vertex Pharmaceuticals acquired the PanVera Corporation as part of the Company's acquisition of Aurora Biosciences in July 2001. PanVera LLC is a successor in interest to PanVera Corporation. Through the Aurora acquisition, Vertex was able to integrate a variety of proprietary assay and screening technologies and expertise into its discovery platform, and was also able to create a discovery site in San Diego dedicated to new broad-based drug discovery initiatives. In particular, drug discovery programs directed at two target classes, ion channels and GPCRs, have been initiated at this site. The San Diego site continues to contribute innovative technologies to Vertex's worldwide discovery initiatives as it leads the Company's membrane-protein discovery programs.
About Invitrogen Corporation
Invitrogen provides essential technologies to biotechnology and biopharmaceutical researchers and companies worldwide. Invitrogen manufactures and markets a breadth of products for life sciences discovery, development and production. These include research tools in kit form and catalog and custom products and services for corporate, academic and government entities. Invitrogen also engages in technology licensing, research service, large-scale production, and life science technical expertise and support. With operations in more than 20 countries and distributor relationships in 50 more, Invitrogen employs approximately 2700 people at its worldwide locations. For more information about Invitrogen, visit the web site at www.invitrogen.com.
About Vertex Pharmaceuticals Incorporated
Vertex Pharmaceuticals Incorporated is a global biotechnology company focused on the discovery, development and commercialization of breakthrough drugs for a range of serious diseases. Both independently and with partners, Vertex is developing 15 small molecule drug candidates to treat viral diseases, inflammation, cancer, autoimmune diseases, neurological disorders and genetic disorders. Vertex's first approved product is the HIV protease inhibitor Agenerase® (amprenavir), which Vertex co- promotes with GlaxoSmithKline. Vertex is headquartered in Cambridge, Massachusetts and has major research sites in San Diego, California and Oxford, U.K.
Invitrogen Corporation's Safe Harbor Statement
Certain statements contained in this press release are considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and it is Invitrogen's intent that such statements be protected by the safe harbor created thereby. Such forward-looking statements include but are not limited to: a) whether the product and service offerings acquired from PanVera LLC will offer distinct benefits to Invitrogen's customers, and b) whether the product and service offerings acquired from PanVera LLC will meet the evolving needs of Invitrogen's customers. Such forward-looking statements are subject to a number of risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements including but not limited to: a) whether Invitrogen's customers will find a beneficial use for the product and service offerings acquired from PanVera LLC; b) the availability of competing technologies or the discovery of new scientific approaches that may affect the direction of the market for molecular biology consumables; c) Invitrogen's ability to integrate PanVera's technologies and products into its existing operations; d) potential adverse reactions to the proposed transaction by customers, suppliers and strategic partners, as well as other risks and uncertainties detailed from time to time in Invitrogen's Securities and Exchange Commission filings.
Vertex Pharmaceuticals' Safe Harbor Statement
This press release may contain forward-looking statements, including statements regarding the financial impact of the announced transaction. While management makes its best efforts to be accurate in making forward-looking statements, such statements are subject to risks and uncertainties that could cause Vertex's actual results to vary materially, including the risk that the net proceeds to Vertex of this transaction will not advance Vertex's drug discovery and commercial objectives to the degree expected. For further discussion of these and other risks and uncertainties, see Vertex's filings with the United States Securities and Exchange Commission. Vertex disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
AgeneraseÒ is a registered trademark of the GlaxoSmithKline group of companies.
Vertex's press releases are available at www.vrtx.com.
Paul Goodson, Vice President, Investor Relations, 760-603-7208
Lynne H. Brum, VP, Corporate Development and Communications, 617-444-6614
Michael Partridge, Director, Corporate Communications, 617-444-6108
Katie Burns, Manager, Investor Relations, 617-444-6656