Tokyo and Massachusetts, December 18, 2015 - Astellas Pharma Inc. (TSE: 4503, President and CEO: Yoshihiko Hatanaka, “Astellas”) and Ocata Therapeutics, Inc. (NASDAQ: OCAT, President and CEO: Paul Wotton, “Ocata”) today announced that Astellas has extended, through its indirect wholly-owned subsidiary Laurel Acquisition Inc. (“Laurel”), the offering period of the tender offer to purchase all issued and outstanding shares of common stock of Ocata (“Shares”) for a price of US$8.50 per Share, net to the holder in cash (“Tender Offer”). The Tender Offer, which was previously scheduled to expire at 12:00 midnight, U.S. Eastern Time, at the end of the day on December 17, 2015, has been extended until 5:00 pm, U.S. Eastern Time, on January 21, 2016, unless further extended. The extension of the Tender Offer will allow Ocata’s stockholders more time to tender their Shares into the Tender Offer.
In connection with the extension of the expiration of the Tender Offer, Astellas, Ocata and Laurel entered into an amendment to the Merger Agreement dated November 10, 2015, to modify one of the conditions to the Tender Offer, so that Astellas is not obligated to purchase any tendered Shares in the Tender Offer unless there has been validly tendered to Laurel in the Tender Offer, and not validly withdrawn before the expiration of the Tender Offer, a number of Shares that, when counted together with Shares, if any, owned by Astellas and its affiliates, equals at least a majority of the Shares issued and outstanding at the expiration of the Tender Offer. Other terms and conditions of the Tender Offer shall remain unchanged during the extended offering period.
“We believe Astellas’ proposed offer remains attractive to Ocata’s shareholders,” commented Yoshihiko Hatanaka, President and CEO, Astellas. “We continue to be very excited about the combination of our two companies and we are looking forward to a successful closing.”