Horizon Makes $3.0 Bn Takeover Proposal for Depomed
The specialty pharmaceutical company Horizon Pharma plc, has made a takeover proposal to acquire all outstanding shares of the specialty pharmaceutical company, Depomed, Inc., for a per share consideration of $29.25 in an all-stock, tax-free exchange valued at approximately $3.0 billion. Horizon’s proposal represents a premium of 42 percent to the closing price of Depomed on July 6, 2015. Depomed has thus far rejected the proposal.
“Despite our repeated attempts beginning in March to engage Depomed’s management and board of directors in friendly and confidential discussions, Depomed’s management and board have refused to engage in discussions with us and rejected our proposal,” said Timothy P. Walbert, chairman, president and chief executive officer, Horizon Pharma, in a company release. “We have elected to bring this proposal to the attention of Depomed’s shareholders, who we expect, given the opportunity to understand the financial, strategic and operational benefits of this transaction will support it and will encourage their board and management to begin constructive discussions with us promptly with the goal of completing a negotiated transaction.”
The proposal is subject to the pre-condition of confirmatory due diligence. This pre-condition may be waived by Horizon Pharma plc at its discretion.
In a statement, Depomed said noted that it had received the July 7 proposal from Horizon, which it said was identical to an earlier proposal that it had rejected: “The Depomed Board, after careful consideration and in consultation with its financial and legal advisors, unanimously determined that it was not in the best interests of Depomed or its shareholders to pursue the prior proposal. The board is confident that continuing to execute on its strategic plan is the best path forward for the Company and its shareholders at this time.