Acquisition Expected to Close Today
Deal Valued at $9.7 Billion

Thousand Oaks, CA (Press Release) - Amgen (NASDAQ:AMGN) today announced that it has suc­cess­fully com­pleted its pre­vi­ously announced tender offer to purchase all outstanding shares of common stock of Onyx Pharma­ceu­ticals, Inc. (NASDAQ:ONXX) for $125 per share in cash. As announced on Aug. 25, the pur­chase price is $9.7 billion net of esti­mated Onyx cash. The tender offer expired at 12:00 midnight New York City time on Oct. 1, 2013. Amgen ex­pec­ts to com­plete the acquisition of Onyx later today through a merger under Section 251(h) of the General Corpo­ra­tion Law of the State of Delaware.

"Amgen's acquisition of Onyx fits perfectly with our commitment to ad­vanc­ing medicines for cancer patients around the world," said Robert A. Bradway, chairman and chief exec­u­tive officer of Amgen. "We look forward to work­ing together with the talented staff at Onyx to make the most of our exciting on­col­ogy portfolio and pipe­line."

As of the expiration of the tender offer, approx­i­mately 57,698,132 shares were validly tendered and not with­drawn in the tender offer, rep­re­senting approx­i­mately 78.5 per­cent of Onyx's out­stand­ing shares, according to the depositary for the tender offer. The con­di­tion to the tender offer that a majority of Onyx's out­stand­ing shares on a fully-diluted basis be validly tendered and not withdrawn has been satisfied. As a result, Amgen has accepted for payment and will promptly pay for all validly tendered shares.

As a result of the merger planned to be effected later today, all remaining eli­gible Onyx shares will be con­verted into the right to receive $125 per share in cash, without interest and less any appli­­cable withholding taxes, the same price that was paid in the tender offer (eligible shares exclude those for which holders properly demanded appraisal under Delaware law and those held by Amgen or Onyx or their re­spec­tive­ wholly owned sub­sid­i­aries). Following completion of the merger, Onyx shares will cease to be traded on the NASDAQ Global Market, which is ex­pec­ted to take effect later today.

About Amgen

Amgen is committed to unlocking the poten­tial of biology for patients suffering from serious illnesses by discovering, devel­op­ing, manu­fac­tur­ing and delivering inno­va­tive human thera­peutics. This ap­proach begins by using tools like ad­vanced human genetics to unravel the complexities of disease and under­stand the fundamentals of human biology.

Amgen focuses on areas of high unmet medical need and leverages its biologics manu­fac­tur­ing expertise to strive for solu­tions that im­prove health out­comes and dramatically im­prove people's lives. A bio­technology pioneer since 1980, Amgen has grown to be the world's largest independent bio­technology com­pany, has reached millions of patients around the world and is devel­op­ing a pipe­line of medicines with break­away poten­tial.

For more in­for­ma­tion, visit www.amgen.com and follow us on www.twitter.com/amgen.

Forward Looking Statements

This news release con­tains forward-looking state­ments that are based on Amgen's current ex­pec­ta­tions and beliefs and are subject to a number of risks, un­cer­tain­ties and assump­tions that could cause actual results to differ ma­teri­ally from those described. All state­ments, other than state­ments of historical fact, are state­ments that could be deemed forward-looking state­ments, in­­clud­ing state­ments about the planned completion of the tender offer and the merger, esti­mates of revenues, operating margins, capital expendi­tures, cash, other financial metrics, ex­pec­ted legal, arbitration, political, regu­la­tory or clin­i­cal results or prac­tices, customer and prescriber patterns or prac­tices, reim­burse­ment activities and out­comes and other such esti­mates and results. Forward-looking state­ments involve sig­nif­i­cant risks and un­cer­tain­ties, in­­clud­ing those discussed below and more fully described in the Securities and Exchange Com­mis­sion (SEC) reports filed by Amgen, in­­clud­ing Amgen's most recent annual report on Form 10-K and any sub­se­quent periodic reports on Form 10-Q and Form 8-K. Please refer to Amgen's most recent Forms 10-K, 10-Q and 8-K for addi­tional in­for­ma­tion on the un­cer­tain­ties and risk factors related to Amgen's business. Unless other­wise noted, Amgen is providing this in­for­ma­tion as of Oct. 1, 2013, and expressly disclaims any duty to update in­for­ma­tion con­tained in this news release.

No forward-looking state­ment can be guar­an­teed and actual results may differ ma­teri­ally from those Amgen projects. Risks and un­cer­tain­ties in­clude whether the proposed trans­­action described in this press release can be com­pleted in a timely manner, and whether the antic­i­pated benefits of the proposed trans­­action can be achieved. Discovery or identi­fi­ca­tion of new prod­uct can­di­dates or devel­op­ment of new indi­ca­tions for existing prod­ucts cannot be guar­an­teed and movement from concept to prod­uct is uncertain; consequently, there can be no guar­an­tee that any particular prod­uct can­di­date or devel­op­ment of a new indi­ca­tion for an existing prod­uct will be suc­cess­ful and become a commercial prod­uct. Further, pre­clin­i­cal results do not guar­an­tee safe and effective per­for­mance of prod­uct can­di­dates in humans. The complexity of the human body cannot be perfectly, or sometimes, even adequately modeled by computer or cell cul­ture systems or animal models. The length of time that it takes for Amgen to com­plete clin­i­cal trials and obtain regu­la­tory approval for prod­uct market­ing has in the past varied and Amgen ex­pec­ts similar variability in the future. Amgen develops prod­uct can­di­dates internally and through licensing col­lab­o­rations, part­ner­ships, joint ventures and acquisitions. Product can­di­dates that are derived from rela­tion­ships or acquisitions may be subject to disputes be­tween the parties or may prove to be not as effective or as safe as Amgen may have believed at the time of entering into such rela­tion­ship. Also, Amgen or others could identify safety, side effects or manu­fac­tur­ing problems with Amgen's prod­ucts after they are on the market. Amgen's business may be impacted by gov­ern­ment in­ves­ti­ga­tions, litigation and prod­uct liability claims. If Amgen fails to meet the compliance obli­ga­tions in the corporate integrity agree­ment be­tween Amgen and the U.S. gov­ern­ment, it could become subject to sig­nif­i­cant sanctions. Amgen depends on third parties for a sig­nif­i­cant portion of its manu­fac­tur­ing capacity for the supply of certain of its current and future prod­ucts and limits on supply may constrain sales of certain of its current prod­ucts and prod­uct can­di­date devel­op­ment.

In addi­tion, sales of Amgen's prod­ucts are affected by the reim­burse­ment policies imposed by third-party payers, in­­clud­ing gov­ern­ments, private insurance plans and man­aged care providers and may be affected by regu­la­tory, clin­i­cal and guideline devel­op­ments and domestic and inter­na­tional trends to­ward man­aged care and health­care cost con­tainment as well as U.S. legislation affecting pharma­ceu­tical pricing and reim­burse­ment. Government and others' reg­u­la­tions and reim­burse­ment policies may affect the develop­ment, usage and pricing of Amgen's prod­ucts. In addi­tion, Amgen competes with other com­pa­nies with respect to some of its marketed prod­ucts as well as for the discovery and devel­op­ment of new prod­ucts. Amgen believes that some of its newer prod­ucts, prod­uct can­di­dates or new indi­ca­tions for existing prod­ucts, may face com­pe­ti­tion when and as they are approved and marketed. Amgen's prod­ucts may compete against prod­ucts that have lower prices, estab­lish­ed reim­burse­ment, superior per­for­mance, are easier to admin­ister, or that are other­wise competitive with its prod­ucts. In addi­tion, while Amgen routinely obtains patents for its prod­ucts and tech­nology, the protection offered by its patents and patent appli­ca­tions may be chal­lenged, invalidated or circumvented by its com­pet­i­tors and there can be no guar­an­tee of Amgen's ability to obtain or main­tain patent protection for its prod­ucts or prod­uct can­di­dates. Amgen cannot guar­an­tee that it will be able to produce commercially suc­cess­ful prod­ucts or main­tain the commercial success of its existing prod­ucts. Amgen's stock price may be affected by actual or perceived market oppor­tu­ni­ty, competitive position, and success or failure of its prod­ucts or prod­uct can­di­dates. Further, the discovery of sig­nif­i­cant problems with a prod­uct similar to one of Amgen's prod­ucts that implicate an entire class of prod­ucts could have a ma­teri­al adverse effect on sales of the affected prod­ucts and on Amgen's business and results of operations.

Source: Amgen.