On Jul. 29, 1999, Gilead Sciences and NeXstar Pharmaceuticals announced that the stockholders of Gilead and NeXstar approved the merger transaction between the two companies. The transaction closed today following approval by the stockholders.

Under the terms of the agreement first announced on March 1, 1999, Gilead acquired all of NeXstar’s outstanding stock in a tax-free, stock-for-stock transaction. NeXstar stockholders will receive 0.3786 of a share of Gilead common stock for each share of NeXstar common stock. The exchange ratio of 0.3786 was based on the average closing price of Gilead Sciences common stock from June 28 to July 26, 1999. Valued at $550 million in Gilead Sciences stock, the transaction will be accounted for as a pooling of interests.

The combined organization will operate under the name Gilead Sciences, with NeXstar subsidiaries operating at existing sites in the United States, Europe and Australia. Gilead’s current Board of Directors will serve as the Board for the merged company.

Combined Company Has Proven Commercial Products and Broad Pipeline With the addition of two products from the NeXstar portfolio, Gilead Sciences now has three products on the market worldwide. The combined portfolio includes AmBisome® (liposomal amphotericin B), an injectable treatment for serious fungal infections; DaunoXome® (daunorubicin citrate liposome injection), an anticancer agent approved for the treatment of Kaposi’s Sarcoma in people with AIDS; and VISTIDE® (cidofovir injection), an antiviral agent used to treat cytomegalovirus (CMV) retinitis in people with AIDS.

Gilead has further strengthened its pipeline through the merger with NeXstar, resulting in a portfolio that now includes seven investigational compounds in various stages of clinical development. In June of this year, Gilead filed a New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) for adefovir dipivoxil 60 mg for the potential treatment of human immunodeficiency virus (HIV). Also currently in review with the FDA is the NDA for Tamiflu™ (oseltamivir phosphate) (formerly known as GS 4104) for the treatment of influenza. F. Hoffmann-La Roche Ltd, Gilead’s worldwide development and marketing partner for this potential product, has also recently filed for marketing authorization of Tamiflu in the European Union under the centralized procedure. Additional candidates in human testing include adefovir dipivoxil for hepatitis B virus infection (Phase III), tenofovir disoproxil fumerate (formerly known as PMPA) for the treatment of HIV (Phase II), MiKasome® (liposomal amikacin) for serious bacterial infections (Phase I/II), NX 1838 for age-related macular degeneration (Phase II) and NX 211 (liposomal lurtotecan) for ovarian and lung cancer (Phase I).