AMAG Pharma/Allos Therapeutics

On July 20, 2011, AMAG Pharmaceuticals, Inc. (Nasdaq: AMAG) and Allos Therapeutics, Inc. (Nasdaq: ALTH) have entered into a definitive merger agreement under which the companies will combine in an all-stock merger with a total equity value of approximately $686 million.

The transaction is expected to result in annual cost savings synergies of between $55 million and $60 million.

Under the terms of the transaction, which has been approved by the boards of directors of both companies, Allos stockholders will receive a fixed ratio of 0.1282 shares of AMAG common stock for each share of Allos common stock they own. Following the consummation of the merger, AMAG stockholders will own approximately 61 percent of the combined company and Allos stockholders will own approximately 39 percent of the combined company.

Morgan Stanley is acting as AMAG’s financial advisor, and Cooley LLP is acting as legal counsel to AMAG. J.P. Morgan Securities LLC is acting as Allos’ financial advisor, and Latham & Watkins LLP is acting as legal counsel to Allos.

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