BioCentury
ARTICLE | Company News

Valeant Pharmaceuticals International Inc., Allergan, Pershing Square Capital L.P. deal

June 9, 2014 7:00 AM UTC

After bumping its bid for Allergan on May 30, Valeant along with Allergan's largest shareholder are making moves to go hostile. Hedge fund Pershing Square called for a special shareholders meeting to remove six of Allergan's nine directors and requested that the board "promptly engage in good faith discussions" with Valeant regarding its bid. Under Allergan bylaws, Pershing needs consent from shareholders holding at least 25% of outstanding shares to hold the meeting, or about 15.3% in addition to the 9.7% stake Pershing holds. During a conference call, Pershing said the meeting could take place as early as Aug. 7, though Allergan could delay the meeting by up to 120 days. Allergan issued a statement in response, urging its shareholders to "refrain from taking any action" until they review the board's recommendation.

On May 30, Valeant bumped up the cash component of its offer to $72 per share from $58.30 for Allergan. The offer came two days after Valeant's second bid for Allergan, in which Valeant bumped up the cash component to $58.30 per share from $48.30 and added a $25 contingent value right (CVR) tied to sales of Allergan's AGN-150998. The product is in Phase II testing for age-related macular degeneration (AMD) (see BioCentury, June 2). ...