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Celltech Chiroscnc (154)

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Wednesday 15 December, 1999

Celltech Chiroscnc

Results of EGM and Medeva Court Meeting

Celltech Chiroscience PLC
15 December 1999

                               
Not for release, publication or distribution in or into Canada,
Australia or Japan

                               
      Merger of Celltech Chiroscience plc and Medeva PLC
                               
                               
 Result of Celltech Chiroscience Extraordinary General Meeting
                              and
   Results of Medeva Court Meeting and Extraordinary General
                            Meeting
                               
                               
At  Celltech Chiroscience's extraordinary general meeting  held
earlier  today, in relation to the proposed merger of  Celltech
Chiroscience  and  Medeva (the 'Merger'),  the  resolutions  to
approve  and  implement the Merger and matters related  to  the
Merger  were duly passed.  This included a resolution to change
the  company's  name  to  Celltech  Group  plc  which  was  not
conditional on the completion of the Merger and will  therefore
take effect shortly.

Also  earlier today, at a meeting convened by order of the High
Court  for the shareholders of Medeva to approve the scheme  of
arrangement  by  which  the  Merger  is  to  be  effected,  the
resolution proposed was approved by the necessary majority.  At
a  subsequent  extraordinary general  meeting  of  Medeva,  the
resolution  to  approve and implement the  Merger  and  matters
related to the Merger was duly passed.

The Merger remains conditional, inter alia, on the approval  of
the scheme of arrangement by the High Court and is expected  to
become effective on 26 January 2000.

Enquiries:

Celltech Chiroscience            Medeva
Dr.  Peter  Fellner,             Dr. Bill Bogie,
Chief Executive  Officer         Chief Executive
Peter  Allen,                    Garry Watts,
Chief Financial Officer          Finance Director
Tel : 01753 534 655              Tel : 01372 364 000

Flemings                         Lazard
David Fletcher                   Christopher Fisher
Tel : 0171 638 5858              Tel : 0171 588 2721

Cazenove & Co.                   Merrill Lynch
Tony Brampton                    Stephen Robinson
Tel : 0171 588 2828              Tel : 0171 772 1000

Brunswick                        Brunswick
Katherine Sharkey                Patrick Handley
Tel  :  0171 404 5959            Tel :  0171  404 5959
                                   
                                 Taylor Rafferty Associates Inc.
                                 Jim Prout
                                 Tel: + 1 212 889 4350
                                   
Flemings,  which is regulated in the UK by The  Securities  and
Futures  Authority Limited, is acting exclusively for  Celltech
Chiroscience and no one else in connection with the Merger  and
will   not   be  responsible  to  anyone  other  than  Celltech
Chiroscience   for  providing  the  protections   afforded   to
customers of Flemings, nor for providing advice in relation  to
the Merger.

Lazard,  which  is  regulated in the UK by The  Securities  and
Futures Authority Limited, is acting exclusively for Medeva and
no  one  else  in connection with the Merger and  will  not  be
responsible  to  anyone  other than Medeva  for  providing  the
protections afforded to customers of Lazard, nor for  providing
advice in relation to the Merger.

The New Celltech Chiroscience Shares may not be offered or sold
in   the  United  States  absent  registration  under  the   US
Securities  Act  or  an exemption from registration.   Celltech
Chiroscience  intends  to issue the New  Celltech  Chiroscience
Shares under the Scheme to holders of Medeva Shares in reliance
upon an exemption from the registration requirements of the  US
Securities  Act  and,  as  a  consequence,  the  New   Celltech
Chiroscience  Shares to be issued pursuant to the  Scheme  will
not  be registered thereunder.  Medeva Shareholders who are  or
will be affiliates of Medeva or Celltech Chiroscience prior to,
or  of Celltech Chiroscience after, the Effective Date will  be
subject  to  certain US transfer restrictions relating  to  New
Celltech  Chiroscience Shares received in the Scheme.   Neither
the  New  Celltech Chiroscience Shares nor any other securities
proposed  to be issued in connection with the Merger have  been
approved  or disapproved by the SEC or any US state  securities
commission.  Any representation to the contrary is  a  criminal
offence in the United States.

a d v e r t i s e m e n t