EXHIBIT 99.1
FOR IMMEDIATE RELEASE
CELERA CONTACTS
Media: Investors:
Heather Kowalski Robert Bennett
(240) 453-3343 (240) 453-3990
heather.kowalski@celera.com robert.bennett@celera.com
CELERA ACQUISITION OF AXYS
PHARMACEUTICALS, INC. APPROVED
ROCKVILLE, MD and SOUTH SAN FRANCISCO, CA--November 16, 2001--Celera Genomics
(NYSE: CRA), an Applera Corporation business, today announced the approval of
its acquisition of Axys Pharmaceuticals, Inc. (Nasdaq: AXPH), a
biopharmaceutical company with expertise in the discovery and development of
small molecule therapeutics, at a special meeting of Axys stockholders. The
completion of the transaction will be effective as of close of business
California time today. Following the completion of the transaction, Axys will do
business under the Celera name.
"Celera continues to move forward with our evolution as a therapeutic discovery
company," said J. Craig Venter, Ph.D., Celera's president and chief scientific
officer. "Through this acquisition, Celera will have an outstanding team of
scientists with expertise in protein structure-based drug design, medicinal
chemistry, and preclinical development, which should complement our existing
proteomics and biologics programs. Celera is committed to continuing the
partnered programs that Axys has developed with major pharmaceutical companies
like Merck and Aventis, and we believe Celera will be well positioned to develop
new collaborations."
The capabilities acquired through this acquisition should accelerate Celera's
evolution as a therapeutic discovery and development company. These include:
>> Chemical diversity libraries and a new 43,000 square foot, state of the
art medicinal chemistry facility;
>> Medicinal chemistry, structural biology, and pre-clinical pharmacology
capabilities that should enable Celera to identify and optimize small
molecule therapeutic candidates for its genomic and proteomics
discoveries;
>> A team of skilled chemists and experienced biologists; and
>> Expertise in tumor biology and proprietary cancer discovery programs.
Michael C. Venuti, Ph.D., Axys' senior vice president for research and
development, will become the general manager of Celera's South San Francisco
operations and report to Dr. Venter. Dr. Venuti is an organic chemist with more
than 20 years of research experience in the pharmaceutical and biotechnology
industry.
Paul J. Hastings, Axys' president and chief executive officer, has agreed to
remain with Celera for a limited period to assist in the integration of the two
companies.
The transaction was structured as a tax-free stock-for-stock reorganization. As
a result of the acquisition, Axys stockholders will receive 0.1355 shares of
Applera Corporation-Celera Genomics Group Common Stock for each share of Axys
common stock held. Applera expects to issue approximately 5.5 million shares of
Celera Genomics Group Common Stock for shares of Axys common stock issued and
outstanding as of the closing.
ABOUT APPLERA CORPORATION AND CELERA GENOMICS
Applera Corporation comprises two operating groups. The Celera Genomics Group,
headquartered in Rockville, MD, is engaged principally in integrating advanced
technologies to create therapeutic discovery and development capabilities for
internal use and for its customers and collaborators. Celera's businesses are
its online information business and its therapeutics discovery business. The
online information business is a leading provider of information based on the
human genome and other biological and medical information. Through the
therapeutic discovery business, Celera intends to leverage its genomic and
proteomic capabilities to identify drug targets and diagnostic marker
candidates, and to discover novel therapeutic candidates. The Applied Biosystems
Group (NYSE:ABI) develops and markets instrument-based systems, reagents,
software, and contract services to the life science industry and research
community. Applied Biosystems is headquartered in Foster City, CA, and reported
sales of $1.6 billion during fiscal 2001. Celera Diagnostics has been
established as a joint venture between Applied Biosystems and Celera Genomics.
This new venture is focused on discovery, development and commercialization of
novel diagnostic tests. Information about Applera Corporation, including reports
and other information filed by the company with the Securities and Exchange
Commission, is available on the World Wide Web at www.applera.com, or by
telephoning 800.762.6923. Information about Celera is available on the World
Wide Web at www.celera.com.
Certain statements in this press release are forward-looking. These may be
identified by the use of forward-looking words or phrases such as "believe,"
"expect," "anticipate," "should," "planned," "estimated," and "potential," among
others. These forward-looking statements are based on Applera Corporation's
current expectations. The Private Securities Litigation Reform Act of 1995
provides a "safe harbor" for such forward-looking statements. In order to comply
with the terms of the safe harbor, Applera Corporation notes that a variety of
factors could cause actual results and experience to differ materially from the
anticipated results or other expectations expressed in such forward-looking
statements. These factors include but are not limited to: (1) expected
operating losses; (2) dependence on the continued assembly and annotation of the
human and other genomes; (3) unproven use of genomics information to develop or
commercialize products; (4) intense competition in the industry in which Celera
Genomics operates; (5) dependence on customers in, and the risks that affect,
the pharmaceutical and biotechnology industries; (6) the risk that the Axys
business will not be integrated successfully into Celera; (7) unanticipated
costs of such integration; (8) the risk that collaborations established by Axys
will not be successful; (9) the risk that clinical trials will not proceed as
anticipated or may not be successful; (10) dependence on the unique expertise of
its scientific and management staff; (11) dependence on computer hardware,
software, and Internet applications; (12) Celera Genomics' need for access to
biological materials; (13) legal, ethical, and social issues which could affect
demand for products; (14) potential for government regulation of Celera
Genomic's or its customers' products and services; (15) lengthy and uncertain
development cycle for therapeutic and diagnostic products, and Celera' unproven
ability to develop or commercialize such products; and (16) other factors that
might be described from time to time in Applera Corporation's filings with the
Securities and Exchange Commission.
Copyright (C) 2001. Applera Corporation. All Rights Reserved.
Applera, Celera, Celera Genomics, and Celera Discovery System are trademarks and
Applied Biosystems is a registered trademark of Applera Corporation or its
subsidiaries in the US and certain other countries.
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