Replies to post #178582 on Biotech Values

[DewDiligence]

AGN/VRX—LOL re this reply on Twitter:

@DewDiligence A deal with 60% in Bitcoin would be more likely to go through IMO

— Angry Mob Capital (@PSBCap) May 30, 2014

[DewDiligence]

VRX drops “mock” AGN proxy vote in favor of a real one:

http://dealbook.nytimes.com/2014/06/02/valeant-and-ackman-break-from-the-deal-playbook-yet-again

On Monday, Mr. Ackman and Valeant’s chief executive, J. Michael Pearson, changed tack again.
Gone are plans for an informal shareholder referendum, which would have gauged Allergan shareholders’ appetite for a deal… that referendum, the first of its kind, would have been nonbinding. As such, it was almost certain to be ignored by Allergan’s management, and was viewed as a distraction by Allergan shareholders.

What is more, there was concern among some Allergan shareholders that participating in the referendum might trigger the company’s poison pill, diluting other shareholders and making a deal all but impossible.

…Now, Valeant and Mr. Ackman have abandoned plans for the referendum and are gearing up for a special meeting after all. On a call with analysts on Monday, the parties said they would seek a meeting to elect a new Allergan board, and were readying a tender offer they could take directly to Allergan’s shareholders.

…Mr. Ackman said the earliest a meeting would be called is Aug 7. Allergan, however, can delay a meeting, meaning a meeting could come as late as November.

VRX/Pershing haven’t raised their offer (which remains $72 cash + 0.83 shares of VRX plus a DARPin-based cash CVR potentially worth as much as $25 for each AGN share), but they have changed their approach by going fully hostile. For AGN’s BoD, the biggest problem remains the one described in #msg-102707284: that 60% of the deal consideration (excluding the CVR) is in the form of VRX stock, which is not exactly a desirable currency.