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CONTACT: EXHIBIT 99.1
Kristina Peterson
Isis Pharmaceuticals, Inc.
760-603-2521
FOR IMMEDIATE RELEASE
ISIS PHARMACEUTICALS ADOPTS STOCKHOLDER RIGHTS PLAN
Carlsbad, CA - December 8, 2000 - Isis Pharmaceuticals, Inc. (NASDAQ: ISIP)
announced that its Board of Directors approved the adoption of a Stockholder
Rights Plan under which all stockholders of record as of January 10, 2001 will
receive rights to purchase shares of a new series of Preferred Stock.
The Rights Plan is designed to enable all Isis stockholders to realize the full
value of their investment and to provide for fair and equal treatment for all
stockholders in the event that an unsolicited attempt is made to acquire Isis.
The adoption of the Rights Plan is intended as a means to guard against abusive
takeover tactics and is not in response to any particular proposal.
The rights will be distributed as a non-taxable dividend and will expire
December 7, 2010. The rights will be exercisable only if a person or group
acquires 20% or more of the Isis Pharmaceuticals, Inc. Common Stock or announces
a tender offer for twenty percent or more of the company's Common Stock. If a
person or group acquires 20% or more of the company's Common Stock, all
rightsholders except the acquiror will be entitled to acquire the company's
Common Stock at a discount. The effect will be to discourage acquisitions of
more than 20% of the Common Stock of Isis without first negotiating with the
company's Board.
The rights will trade with the company's Common Stock, unless and until they are
separated upon the occurrence of certain future events. The rights distribution
is not taxable to the stockholders. The company's Board of Directors may
terminate the Rights Plan at any time or redeem the rights prior to the time a
person acquires more than 20% of the company's Common Stock. Additional details
regarding the Rights Plan will be outlined in a summary to be mailed to all
stockholders following the record date.
Isis Pharmaceuticals, Inc. is exploiting its expertise in RNA to discover and
develop novel human therapeutic drugs. The company has commercialized its first
product, Vitravene-TM- (formivirsen), to treat CMV-induced retinitis in patients
with AIDS. In addition, Isis has 11 products in its development pipeline, with
two in late-stage development and four in Phase II human clinical trials. ISIS
3521, an inhibitor of PKC-alpha, is in Phase III trials for non-small cell lung
cancer. Isis is preparing to initiate a Phase III program for ISIS 2302, an
ICAM-1 inhibitor, in Crohn's disease. Isis has a broad and proprietary patent
estate of nearly 700 issued and allowed patents worldwide. Isis' GeneTrove-TM-
division uses antisense to assist pharmaceutical industry partners in validating
and prioritizing potential gene targets through customized services and access
to an extensive gene function database. Ibis Therapeutics-TM- is a division
focused on the discovery of small molecule drugs that bind to RNA.
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This press release contains forward-looking statements concerning Isis and its
prospects. Such statements are subject to certain risks and uncertainties,
particularly those inherent in the process of discovering, developing and
commercializing drugs that are safe and effective for use as human therapeutics.
Actual results could differ materially from those projected in this release. As
a result, the reader is cautioned not to rely on these forward-looking
statements. These and other risks concerning Isis' research and development
programs are described in additional detail in Isis' Quarterly Report on Form
10-Q for the quarter ended September 30, 2000, which is on file with the U.S.
Securities and Exchange Commission, copies of which are available from the
company.
Vitravene-TM- is a trademark of Novartis AG. GeneTrove-TM- and Ibis
Therapeutics-TM- are trademarks of Isis Pharmaceuticals, Inc.
ISIS PHARMACEUTICALS, INC.
CARLSBAD RESEARCH CENTER, 2292 FARADAY AVENUE, CARLSBAD, CA 92008
VOICE: 760.931.9200
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