Quintiles Adds Premier U.S. Pharma Market Research
30.03.1999, 11:16
Company, Scott-Levin, to its Growing Informatics ServicesCapabilities RESEARCH TRIANGLE PARK, N.C. (ots-PRNewswire) - QuintilesTransnational Corp. (Nasdaq: QTRN) today completed itsacquisition of Pharmaceutical Marketing Services Inc. (PMSI)(Nasdaq: PMRX) and its core operating company, Scott-Levin, aleader in providing pharmaceutical and managed care marketinformation and research services in the U.S. The transaction was completed today after approval by PMSIshareholders at a meeting in which 98.6 percent of all sharesvoted were in favor of the acquisition. "The Scott-Levin name is synonymous with richly detailedmarket information that helps U.S. pharmaceutical companiessucceed in an increasingly competitive environment," said DennisGillings, Ph.D., Chairman and Chief Executive Officer ofQuintiles Transnational Corp. "Scott-Levin, in combination withour other healthcare information and product commercializationcapabilities, will provide our customers with powerfulinformation to better meet patient needs and capitalize onmarketplace opportunities." Scott-Levin is noted for its market research audits used byvirtually all major pharmaceutical companies doing business inthe United States; strategic studies in such areas as corporateimage and sales force structures and strategies; proprietarysoftware for data assimilation and report generation; and managedcare industry customer segment profiling databases and audits.Scott-Levin also offers the industry's most comprehensivelegislative and regulatory tracking system focused exclusively onpharmaceutical and healthcare activities. Dennis Turner, PMSI's Chairman and Chief Executive Officer,said: "We are very pleased that Scott-Levin is now part ofQuintiles and will contribute to its efforts to supply high-quality scientific and market information to enhancepharmaceutical companies' success. Scott-Levin's experience andresearch expertise will contribute significantly to Quintiles'growing ability to provide pharmaceutical customers withintegrated data across the drug development-marketing continuum." Joy Scott, Scott-Levin's founder and Chief Executive Officer,said: "We are delighted to join Quintiles, as we believe thisassociation will further enhance Scott-Levin's ability to deliverinnovative products and services backed with superior clientservice -- the two hallmarks of our success to date." Quintiles acquired PMSI in a merger transaction that will beaccounted for as a purchase. Quintiles will issue approximately.3977 shares of its common stock for each share of PMSI commonstock outstanding. Quintiles will issue an aggregate ofapproximately 4,994,000 shares of its common stock to the formerPMSI shareholders and assumed options to purchase approximately440,400 shares of Quintiles stock held by PMSI optionholders. In addition, PMSI shareholders are permitted to elect toexchange either all of their PMSI shares at closing or half oftheir shares at closing and defer receipt of the other half untilJune 14, 1999. Each PMSI stockholder who elects to defer has theright to receive a contingent value payment in cash with respectto each share of Quintiles common stock such PMSI stockholderreceives on June 14, 1999. The cash value of the contingent valuepayments will be equal to the amount, if any, by which $38.71exceeds the average closing price of Quintiles common stock for10 trading days selected at random by the exchange agent out ofthe 20 trading days prior to June 14, 1999. Any PMSI stockholder who makes such an election may elect toreceive the deferred shares at any time prior to June 14, 1999;however, no contingent value payment will be made for any sharesreceived prior to such date. The contingent value paymentsterminate if, for any 30 consecutive trading days prior to June14, 1999, the average closing price of Quintiles common stock isequal to or greater than $38.71. Any PMSI stockholder who electedto defer will not receive any cash if the contingent valuepayments so terminate. Scott and certain other senior managers of Scott-Levin andPMSI have entered into employment contracts or consultancyarrangements with Quintiles. Scott-Levin will operate under itsown name as a wholly owned subsidiary of Quintiles. Based inNewtown, Pennsylvania, Scott-Levin has approximately 240employees. Quintiles' other significant pending acquisition, ENVOYCorporation, is scheduled to be considered by shareholders ofboth Quintiles and ENVOY tomorrow, March 30, 1999. Quintiles Transnational Corp. is the market leader inproviding a full range of integrated product development andcommercialization services to the pharmaceutical, biotechnologyand medical device industries. Quintiles also provides healthcarepolicy consulting and health information management services tohealthcare and governmental organizations worldwide. Quintiles isheadquartered near Research Triangle Park, North Carolina. Withmore than 15,000 employees worldwide and offices in 30 countries,Quintiles operates through specialized work groups dedicated tomeeting customers' individual needs. Visit the QuintilesTransnational web site at www.quintiles.com . Information in this press release contains "forward-lookingstatements." These statements involve risks and uncertaintiesthat could cause actual results to differ materially, includingwithout limitation, the ability of the combined businesses to beintegrated with Quintiles' current operations, actual operatingperformance, the ability to operate successfully in the new lineof business resulting from the business combination, the abilityto maintain large client contracts or to enter into newcontracts, and the actual costs of combining the businesses.Additional factors that could cause actual results to differmaterially are discussed in the company's recent filings with theSecurities and Exchange Commission, including but not limited toits S-3 and S-4 Registration Statements, its Annual Report onForm 10-K, its Form 8-Ks, and its other periodic reports,including its Form 10-Qs. ots Original Text Service: QuintilesTransnational Corp. Internet: http://www.newsaktuell.deCONTACT: Pat Grebe, Media Relations, pgrebe@quintiles.com , orGreg Connors, Investor Relations, invest@quintiles.com ,Quintiles Transnational Corp., 919-998-2000 /Web site:http://www.quintiles.com
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