Allos Therapeutics, Inc. (Nasdaq: ALTH) today announced that Allos and other named defendants have entered into a memorandum of understanding (MOU) with plaintiffs’ counsel in connection with the putative class action lawsuits filed in the Delaware Court of Chancery in connection with its proposed merger with AMAG Pharmaceuticals, Inc. (Nasdaq: AMAG).
As previously announced, on July 19, 2011, Allos entered into an Agreement and Plan of Merger and Reorganization (the Merger Agreement) with AMAG and its wholly owned subsidiary, Alamo Acquisition Sub, Inc. Under the terms of the MOU, Allos will file a Current Report on Form 8-K amending and supplementing certain disclosure in the joint proxy statement/prospectus filed by Allos in connection with the merger. The MOU reflects the parties’ agreement to resolve the allegations by the settling plaintiffs against Allos and other defendants in connection with the Merger Agreement and provides a release and settlement by the purported class of Allos’ stockholders of all claims against Allos and other defendants and their affiliates and agents in connection with the Merger Agreement. The MOU and settlement are contingent upon, among other things, approval of the Delaware Court of Chancery, the closing of the merger and further definitive documentation.
Allos and the other named defendants continue to believe that each of the lawsuits filed in connection with its proposed merger with AMAG are without merit and that they have valid defenses to all claims made by the applicable plaintiffs.
About Allos TherapeuticsAllos Therapeutics, Inc. (Nasdaq: ALTH) is a biopharmaceutical company committed to the development and commercialization of innovative anti-cancer therapeutics. Allos is currently focused on the development and commercialization of FOLOTYN® (pralatrexate injection), a folate analogue metabolic inhibitor. FOLOTYN is approved in the U.S. for the treatment of patients with relapsed or refractory peripheral T-cell lymphoma. For additional information, please visit www.allos.com. IMPORTANT SAFETY INFORMATION Warnings and Precautions FOLOTYN may suppress bone marrow function, manifested by thrombocytopenia, neutropenia, and anemia. Monitor blood counts and omit or modify dose for hematologic toxicities.