Exhibit (a)(5)(G)
-----------------
For immediate release:
April 7, 2008
Shreya Jani (media)
212-733-4889
Jennifer Davis (investors)
212-733-0717
PFIZER REPORTS SHARES OF ENCYSIVE PHARMACEUTICALS INC.
TENDERED PURSUANT TO GUARANTEED DELIVERY PROCEDURES
NEW YORK, April 7, 2008 -- On April 1, 2008, Pfizer Inc (NYSE:PFE) announced
results of its tender offer by its wholly-owned subsidiary, Explorer Acquisition
Corp., to purchase all of the outstanding shares of common stock of Encysive
Pharmaceuticals Inc. (NASDAQ: ENCY) at a purchase price of $2.35 per share, net
to the seller in cash, without interest thereon and less any required
withholding taxes.
Pursuant to information received from the depositary for the offer, Pfizer
reported that a total of 70,238,869 shares (representing approximately 86.8% of
the outstanding shares), including 8,473,574 shares subject to guarantees of
delivery, were tendered and not withdrawn prior to the expiration of the initial
offering period, which occurred at 12:00 midnight, New York City time, on March
31, 2008. The period for delivery of shares pursuant to guaranteed delivery
procedures expired on April 3, 2008 at 5:00 p.m., New York City time, and, as of
such time, a total of 2,363,384 shares were validly tendered pursuant to such
procedures. As of April 1, 2008, Pfizer beneficially owned approximately
64,128,679 shares (representing approximately 79.22% of the outstanding shares).
Pfizer also announced that Explorer Acquisition Corp. commenced a subsequent
offering period to acquire all of the remaining untendered shares that will
expire at 5:00 p.m., New York City time, on April 7, 2008, unless extended.
During this subsequent offering period, holders of shares of Encysive common
stock who did not previously tender their shares into the offer may do so.
Georgeson is the Information Agent for the tender offer. For questions and
information about the tender offer and subsequent offering period, please call
Georgeson at (212) 440-9800 (banks and brokerage firms) or toll-free at (800)
546-8249 (stockholders and all others).
ADDITIONAL INFORMATION
This press release is for informational purposes only and is neither an offer to
purchase nor a solicitation of an offer to sell securities. The tender offer has
been made pursuant to a tender offer statement and related materials. The tender
offer statement (including the offer to purchase, letter of transmittal and
related tender offer documents) filed by Pfizer with the Securities and Exchange
Commission (the "SEC") and the solicitation/recommendation statement filed by
Encysive with the SEC contain important information which should be read
carefully before any decision is made with respect to the tender offer.
The offer to purchase and related materials as well as the
solicitation/recommendation statement may be obtained by Encysive stockholders
at no charge by directing a request by mail to Georgeson Inc., 199 Water Street,
26th Floor, New York, NY 10038, or by calling toll-free at (800) 546-8249, and
may also be obtained at no charge at the website maintained by the SEC at
http://www.sec.gov.
# # # # #
DISCLOSURE NOTICE: The information contained in this press release is as of
April 7, 2008. Except as required by law, Pfizer assumes no obligation to update
any forward-looking statements contained in this release as a result of new
information or future events or developments. Some statements in this release
may constitute forward-looking statements. Pfizer cautions that these
forward-looking statements are subject to risks and uncertainties that may cause
actual results to differ materially from those indicated in the forward-looking
statements, including the risk that the merger may not be consummated for
various reasons, including the failure to satisfy the conditions precedent to
the completion of the acquisition. A further list and description of risks and
uncertainties can be found in Pfizer's Annual Report on Form 10-K for the fiscal
year ended December 31, 2007 and in its subsequently filed reports on Form 8-K.
2