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Re: DewDiligence post# 247212

Wednesday, 06/14/2023 8:53:04 PM

Wednesday, June 14, 2023 8:53:04 PM

Post# of 257391
SGEN regulatory update:

https://www.sec.gov/ix?doc=/Archives/edgar/data/0001060736/000119312523166421/d462574d8k.htm

As agreed with the Company [SGEN], Pfizer withdrew its [HSR] Notification and Report Form and will refile that form today, June 14, 2023. Accordingly, the statutory waiting period under the HSR Act will be scheduled to expire at 11:59pm ET on July 14, 2023. This statutory waiting period may be extended if the FTC issues a request for additional information and documentary material.

Additionally, on June 1, 2023, the Company and Pfizer referred the Merger to the European Commission (the “EC”) for review under Article 4(5) of the EU Merger Regulation. If the EC obtains jurisdiction to review the Merger as a result of such referral, receipt of approval from the EC for the Merger would become a condition for the closing of the Merger.

…the Company continues to expect that the Merger will be completed in late 2023 or early 2024, subject to fulfillment of customary closing conditions, including receipt of required regulatory approvals.

Refiling an HSR notification is standard practice to allow the FTC more time to review a business combination.

The EU regulators might get involved, although SGEN does not have the European commercial rights to Adcetris or Padcev.

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