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Amgen to Acquire Abgenix
Provides Amgen With Full Ownership of Panitumumab and Eliminates a Denosumab Royalty

19 Dec 2005 - Amgen and Abgenix, Inc. announced that they have signed a definitive merger agreement under which Amgen will acquire Abgenix for approximately $2.2 billion in cash plus the assumption of debt. Under the terms of the agreement, shareholders of Abgenix will receive $22.50 in cash per common share.
 
The acquisition of Abgenix provides Amgen with full ownership of one of its most important advanced pipeline products, panitumumab. Working closely with Abgenix under a co-development agreement that Amgen assumed as a result of its acquisition of Immunex Corporation in 2002, Amgen has led the development and commercialization strategy for panitumumab. The acquisition provides additional value to Amgen by eliminating a tiered royalty that Amgen would have paid to Abgenix on future sales of denosumab (formerly AMG 162), which was created using Abgenix's XenoMouse(R) antibody technology.
 
The transaction includes the Abgenix 100,000 square foot manufacturing plant in Fremont, Calif., which will produce panitumumab and add to Amgen's protein manufacturing capabilities. Abgenix also brings scientific knowledge and assets, such as the ownership and capabilities of the proprietary fully human monoclonal antibody technology, XenoMouse.