Cephalon Rejects Acquisition Bid from Valeant

By Bizclik Editor

Written BY: Kristin Craik

Pennsylvania-based Cephalon formally rejected Ontario-based Valeant Pharmaceuticals acquisition bid yesterday. Valeant intends to go around the Cephalon Board of Directors to contact the company’s stockholders with proposed offer.

The Cephalon Board of Directors claims Valeant’s bid is inadequate and not in shareholders’ best interests. Specifically, the Valeant’s proposed offer significantly undervalues Cephalon’s worth, especially with its diversified portfolio of marketed and pipeline products. The wording of the bid was also called into question by the Board especially in the use that Valeants bid comes from a “worst-case scenario.”

Kevin Buchi, Cephalon's Chief Executive Officer, said in a statment, "This is all about shareholder value. The Cephalon Board of Directors is committed to maximizing value for our shareholders, and we take this responsibility very seriously."

Valeant’s bid also stated that they intended to replace all Cephalon’s directors with Valeant nominees.


Click here to read the latest edition of Business Review Canada

Valeant hopes to continue with this acquisition. Valeant believes that if a due diligence investigation was allowed, an increase of offer price in the bid would result. Valeant says they are committed to enabling Cephalon stockholders the ability to make an informed decision on offer acceptance.

J. Michael Pearson, Valeant's Chairman and CEO said "In the three weeks since our initial offer, Valeant has recruited seven experienced candidates to serve as director-nominees of Cephalon. We have arranged financing for our proposed acquisition of Cephalon. We have received positive feedback from many of the largest stockholders of Cephalon. We stand ready to quickly commence and close our transaction as proposed, unless Cephalon stockholders do not support our offer, in which case we will focus our attention on other opportunities to invest our capital. While we are disappointed with the response from Cephalon's board, we remain committed to our process, which includes trying to find a modest amount of additional value if Cephalon engages with us and allows us to conduct due diligence, which we believe would take only 2-3 weeks."

Following SEC approval of consent solicitation, Valeant plans to take a consent statement available to Cephalon stockholders for further consideration.


Featured Articles

How Elon Musk pulled off a $44bn hostile takeover of Twitter

As the world’s richest man, Elon Musk, takes over tech giant Twitter, we highlight the timeline that led to this titanic takeover

Amazon, Alphabet, Wells Fargo best workplaces, says LinkedIn

The top 50 workplaces to grow careers prioritise flexible work and tuition-support programs, as top-ranking firms Amazon and Alphabet prove, says LinkedIn

Top 10 women in technology in the US

These 10 women in tech are forging a path into bold areas of innovation and technological ambition, according to sister publication Technology Magazine

8 executive moves to crypto – from mainstream to startup

Technology & AI

Digital Twins tech ‘missing link’ in urban decarbonisation

Technology & AI

The Metaverse Foundry from Infosys is a business playground

Technology & AI