17/01/2013 21:05:00

Synergy Pharmaceuticals Announces Closing of Merger With Callisto Pharmaceuticals

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09 Dec - 
Synergy Pharmaceuticals Inc. (Nasdaq: SGYP) to Ring The..

NEW YORK, 2013-01-17 22:05 CET (GLOBE NEWSWIRE) --

Synergy Pharmaceuticals Inc. (Nasdaq:SGYP), a developer of new drugs to treat

gastrointestinal disorders and diseases, today announced that its previously

announced merger with Callisto Pharmaceuticals, Inc. (formerly OTC QB: CLSP)

closed effective today.

Under the terms of the merger agreement, as amended, each outstanding share of

Callisto common stock was converted into the right to receive 0.1799 of one

share of Synergy common stock and the approximately 22.3 million shares of

Synergy held by Callisto were canceled. Consequently, effective as of the close

of business today, Callisto's common stock will no longer be traded on the OTC

QB.

Each share of Synergy common stock received in connection with the merger will

be subject to a lock-up beginning January 17, 2013 and ending on the earlier of

(i) January 17, 2015, (ii) a Change in Control of Synergy (as defined in the

merger agreement), or (iii) written consent of Synergy, at Synergy's sole

discretion, provided that such consent shall apply to all shares issued

pursuant to the merger.

Philadelphia Stock Transfer, Inc., Synergy's transfer agent, will mail letters

of transmittal to all Callisto stockholders of record immediately prior to the

merger with instructions on how to deliver their stock certificates in exchange

for the merger consideration. Callisto stockholders should not surrender their

stock certificates until they have completed the letter of transmittal.

Callisto stockholders who held their shares in "street name" through a bank or

broker should contact their bank or broker to determine what actions they must

take to receive the merger consideration.

About Synergy

Synergy is a biopharmaceutical company focused on the development of new drugs

to treat gastrointestinal disorders and diseases. Synergy's lead proprietary

drug candidate plecanatide is a synthetic analog of the human gastrointestinal

hormone uroguanylin, and functions by activating the guanylate cyclase C

receptor on epithelial cells of the GI tract. Synergy completed a Phase I study

of plecanatide in healthy volunteers, a Phase IIa clinical trial in CIC

patients, and has recently completed a major Phase IIb/III clinical trial of

plecanatide to treat CIC. Plecanatide is also being developed to treat IBS-C,

with the first trial in IBS-C patients initiated in the fourth quarter of 2012.

Synergy's second GC-C agonist SP-333 is in clinical development to treat

inflammatory bowel diseases, and has just completed its first Phase I trial in

healthy volunteers. More information is available at

http://www.synergypharma.com.

CONTACT: Investor Contact Information:

Danielle Spangler

The Trout Group

synergy@troutgroup.com

(646) 378-2924

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