MEDCO RESEARCH INC
DEFA14A, 2000-02-02
PHARMACEUTICAL PREPARATIONS
Previous: HALIFAX CORP, DEF 14A, 2000-02-02
Next: UNITED SECURITY BANCORPORATION, S-8, 2000-02-02



<PAGE>   1

                                  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:

<TABLE>
<S>                                             <C>
[ ]  Preliminary Proxy Statement                [ ]  Confidential, for Use of the Commission
                                                     Only (as permitted by Rule 14a-6(e)(2))
[ ]  Definitive Proxy Statement
[X]  Definitive Additional Materials
[ ]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
</TABLE>
                      MEDCO RESEARCH, 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:
<PAGE>   2
FOR IMMEDIATE RELEASE

Contacts:
Glenn C. Andrews
Chief Financial Officer or
G. Michael Freeman
Director, Corporate Communications
Medco Research, Inc.
(919) 653-7001


                MEDCO RESEARCH REPORTS THAT ISS RECOMMENDS MERGER
                           WITH KING PHARMACEUTICALS

RESEARCH TRIANGLE PARK, NC, February 2, 2000 - Medco Research, Inc. (NYSE:MRE)
today announced that Institutional Shareholder Services (ISS) -- the nation's
leading independent institutional stockholder advisory firm -- has recommended
that stockholders vote "FOR" Medco's proposed merger with King Pharmaceuticals
(Nasdaq: KING).

Richard C. Williams, Chairman of the Board of Medco, said: "We are very pleased
that ISS recommends that stockholders vote `FOR' Medco's merger with King. The
positive recommendation by this well-respected advisory firm provides additional
support for Medco's stockholders to approve our proposed merger.

"The King offer represents a significant premium for Medco stock, creates an
excellent strategic competitor and gives Medco stockholders the opportunity to
participate in the upside of the combination. We look forward to closing this
merger and realizing all of its benefits."

Medco Research is a pharmaceutical company engaged in the global
commercialization of cardiovascular medicines and adenosine-based products. Two
adenosine-based products successfully developed by the Company - Adenocard(R)
and Adenoscan(R)- are currently marketed and have established the value of
adenosine-receptor technology in cardiovascular medicine.

                                # # #


Statements contained in this release which are not historical facts are or may
constitute forward looking statements under the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Although the Company believes
the expectations reflected in such forward looking statements are based upon
reasonable assumptions, it can give no assurance that its expectations will be
attained. Forward-looking statements involve known and unknown risks that could
cause the Company's actual results to differ materially from expected results.
Factors that could cause actual results to differ materially include, among
others, assimilation and other risks related to mergers; the high cost and
uncertainty of the research, clinical trials and other development activities
involving pharmaceutical products; the Company's ability to fund its activities
internally or through additional financing, if necessary; the unpredictability
of the duration and results of the U.S. FDA's review of New Drug Applications
and Investigational New Drug Applications and/or the review of other regulatory
agencies worldwide; the possible impairment of, or inability to obtain,
intellectual property rights and the cost of obtaining such rights from third
parties; intense competition; the uncertainty of obtaining, and the Company's
dependence on third parties to manufacture and sell its products; results of
pending or future litigation and other risk factors detailed from time to time
in the Company's SEC filings. The Company does not undertake to publicly update
or revise any of its forward looking statements even if experience or future
changes show that the indicated results or events will not be realized.



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission