SGX advisers recommend Eli Lilly merger

8/14/2008

SAN DIEGO The advisory firms Glass Lewis & Co. and Institutional Shareholder Services have recommended that SGX Pharmaceuticals vote in favor of the merger agreement with Eli Lilly.

SGX has a special stockholders meeting scheduled for Aug. 20 at 9 a.m. Pacific time.

The board of directors at SGX already has unanimously recommended that its stockholders vote in favor of the merger.

According to SGX, the completion of the proposed merger continues to be subject to the satisfaction or waiver of a number of closing conditions, including, among others:

  1. adoption of the agreement and plan of merger (“Merger Agreement”) by the holders of a majority of SGX’s outstanding common stock,
  2. subject to certain exceptions, the absence of any material adverse effect on SGX from and after the date of the Merger Agreement,
  3. the absence of any legal prohibitions on the closing of the merger and
  4. subject to certain exceptions, the continued accuracy of SGX’s representations and warranties as of the effective time of the merger.

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