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The Rights are not being distributed in response to any specific effort toacquire the Company. The Rights are designed to assure that all stockholdersof the Company receive fair and equal treatment in the event of any proposedtakeover of the Company, to guard against two-tier or partial tender offers,open market accumulations and other tactics designed to gain control of theCompany without paying all stockholders a fair price, and to enhance theBoard's ability to negotiate with a prospective acquiror.
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In the event that the Rights become exercisable, each Right will entitleits holder to purchase, at the Right's exercise price, a number of shares ofCommon Stock or equivalent securities having a market value at that time oftwice the Right's exercise price. Rights held by the triggering person willbecome void and will not be exercisable to purchase shares at the reducedpurchase price.
The dividend distribution will be payable on October 25, 2008 tostockholders of record as of the close of business on October 6, 2008. TheRights will expire in ten years. The Rights distribution is not taxable tostockholders.
ABOUT VANDA PHARMACEUTICALS INC.:
Vanda Pharmaceuticals Inc. is a biopharmaceutical company focused on thedevelopment and commercialization of clinical-stage product candidates forcentral nervous system disorders. For more on Vanda Pharmaceuticals Inc.,please visit http://www.vandapharma.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Various statements in this release are "forward-looking statements" underthe securities laws. Words such as, but not limited to, "believe," "expect,""anticipate," "estimate," "intend," "plan," "targets," "likely," "will,""would," and "could," and similar expressions or words, identify forward-looking statements. Forward-looking statements are based upon currentexpectations that involve risks, changes in circumstances, assumptions anduncertainties. Vanda is at an early stage of development and may not everhave any products that generate significant revenue. Important factors thatcould cause actual results to differ materially from those reflected in thecompany's forward-looking statements include, among others: delays in thecompletion of Vanda's clinical trials; a failure of Vanda's product candidatesto be demonstrably safe and effective; Vanda's failure to obtain regulatoryapproval for its products or to comply with ongoing regulatory requirements; alack of acceptance of Vanda's product candidates in the marketplace, or afailure to become or remain profitable; Vanda's inability to obtain thecapital necessary to fund its research and development activities; Vanda'sfailure to identify or obtain rights to new product candidates; Vanda'sfailure to develop or obtain sales, marke
