Pharmacopeia Announces Effectiveness of Form 10 Registration
Statement of Pharmacopeia Drug Discovery
PRINCETON, N.J., April 19 /PRNewswire-FirstCall/ -- Pharmacopeia, Inc. today
announced that the Securities and Exchange Commission has declared the
registration statement on Form 10 of Pharmacopeia Drug Discovery, Inc. (PDD)
effective, which is a condition to the completion of the spin-off of PDD to
Pharmacopeia stockholders. As previously announced, the Board of Directors of
Pharmacopeia has set the record and distribution dates for a dividend that will
distribute to Pharmacopeia stockholders one share of PDD common stock for every
two shares of Pharmacopeia common stock held. Fractional shares will not be
distributed but will be aggregated and sold in the public market. The net cash
proceeds of these sales will be distributed ratably to those stockholders who
would have otherwise received fractional shares. This dividend is expected to
occur on April 30, 2004. Information statements regarding the distribution
will be mailed to Pharmacopeia stockholders of record as of the close of
business on April 16, 2004. Pharmacopeia stockholders will not be required to
take any action to receive the PDD common stock on the distribution date.
The dividend is intended to qualify as a tax-free distribution to Pharmacopeia
stockholders for U.S. federal income tax purposes (except for cash received in
lieu of any fractional share interest). Payment of the dividend is subject to
the satisfaction or waiver of certain conditions, including Pharmacopeia's
receiving an opinion of counsel regarding the tax- free nature of the
distribution.
PDD common stock is expected to begin trading on a "when-issued" basis on The
Nasdaq National Market on April 20, 2004 under the ticker symbol "PCOPV."
During the "when-issued" trading period, from April 20, 2004 through the
distribution date, which is expected to be April 30, 2004, Pharmacopeia common
stock will continue to include the right to receive PDD common stock and will
trade on The Nasdaq National Market under the current ticker "ACCL." Pharmacopeia (http://www.pharmacopeia.com/) is a leader in enabling science and
technology that accelerates and improves the drug discovery and chemical
development processes. PDD integrates proprietary small molecule combinatorial
and medicinal chemistry, high-throughput screening, in-vitro pharmacology,
computational methods and informatics to discover and optimize lead compounds. Pharmacopeia's software subsidiary, Accelrys, develops and commercializes
molecular modeling and simulation software for the life sciences and materials
research markets, cheminformatics and decision support systems, and
bioinformatics tools including gene sequence analysis. PDD is headquartered in
Princeton, New Jersey. Accelrys is headquartered in San Diego, California.
When used anywhere in this document, the words "expects," "believes,"
"anticipates," "estimates" and similar expressions are intended to identify
forward-looking statements. Forward-looking statements herein may include
statements addressing future financial and operating results of Pharmacopeia. Pharmacopeia has based these forward-looking statements on its current
expectations about future events. Such statements are subject to risks and
uncertainties including, but not limited to, the successful implementation of
Pharmacopeia's strategic plans, the acceptance of new products, the
obsolescence of existing products, the resolution of existing and potential
future patent issues, additional competition, changes in economic conditions,
completion of the spin-off of PDD and other risks described in documents
Pharmacopeia has filed with the Securities and Exchange Commission, including
its most recent report on Form 10-K and subsequent reports on Form 10-Q, and
the registration statement on Form 10 that PDD has filed with the Securities
and Exchange Commission. All forward-looking statements in this document are
qualified entirely by the cautionary statements included in this document and
such filings. These risks and uncertainties could cause actual results to
differ materially from results expressed or implied by forward-looking
statements contained in this document. These forward-looking statements speak
only as of the date of this document. Pharmacopeia disclaims any undertaking to
publicly update or revise any forward-looking statements contained herein to
reflect any change in its expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based.
Pharmacopeia/Accelrys Contact:
John J. Hanlon
Chief Financial Officer
(609) 452-3600
PDD Contact:
Brian M. Posner
Vice President, Finance
Pharmacopeia Drug Discovery, Inc. (609) 452-3600
DATASOURCE: Pharmacopeia, Inc.
CONTACT: Pharmacopeia/Accelrys Contact: John J. Hanlon, Chief Financial Officer, +1-609-452-3600, ; or PDD Contact: Brian M. Posner Vice President, Finance, Pharmacopeia Drug Discovery, Inc., +1-609-452-3600 Web site: http://www.pharmacopeia.com/
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