Mylan Plans to Make Formal Offer for Perrigo
Mylan N.V. has announced its intention to commence on September 14, 2015 its formal offer to exchange all outstanding ordinary shares of Perrigo Company plc. Under the terms of the offer, Perrigo shareholders will receive $75 in cash and 2.3 Mylan ordinary shares for each Perrigo ordinary share for a transaction value of approximately $35.6 billion. This letter follows Mylan’s Extraordinary General Meeting on Aug. 28th, at which Mylan shareholders voted overwhelmingly in favor of the transaction.
Mylan Executive Chairman Robert J. Coury also sent a letter on September 8, 2015, to Perrigo Chairman and Chief Executive Officer Joseph Papa reiterating Mylan’s commitment to the transaction and to Perrigo shareholders a direct pathway to completion of the transaction.
“We are very excited to commence the final step in this transaction and to complete the compelling combination of Mylan and Perrigo,” said Coury in a statement. “As we have repeatedly stated, we believe this is a highly attractive offer for Perrigo shareholders in terms of the price, multiple being paid, accretion and continued long-term potential for value creation. It also offers Perrigo shareholders a clear pathway to close the transaction. We have long respected Perrigo and believe that Mylan is uniquely positioned to maximize this asset for the benefit of shareholders and all other stakeholders. We are confident that Perrigo shareholders see that our offer provides superior immediate value, as well as long-term, sustainable value creation, and will tender in favor of the transaction.”
As previously announced on April 24, 2015, Mylan issued a Rule 2.5 announcement (amended on April 29, 2015 and on August 13, 2015) under the Irish Takeover Rules setting forth its legally binding commitment to commence an offer for the entire issued and to be issued shares of Perrigo. The proposed transaction remains subject to the pre-condition and certain conditions and other terms set forth in the formal Rule 2.5 announcement and other offer documents. Perrigo has thus far rejected Mylan’s acquisition efforts.