After the rejection of its last offer in December, Valeant Pharmaceuticals says that it has increased its offer for ISTA to $7.50 per share from $6.50 and adds that it has informed ISTA that the price could rise to $8.50 per share “assuming that ISTA provides it selected confirmatory due diligence related to the company that is consistent with what Valeant expects to see.” The offer is good until January 31, 2012.
Once again, “Valeant expressed its disappointment that the Board of Directors and management of ISTA have not been willing to meaningfully engage with Valeant on a timely basis to obtain the benefits of its proposal.” Chairman and CEO J. Michael Pearson said, “We do not understand why ISTA would not have already pursued discussions with us and provided due diligence access. Our proposal represents an attractive premium to ISTA’s trading performance, and we believe it offers a compelling opportunity for shareholders in light of ISTA’s ongoing operational challenges.”
In response, ISTA announced the adoption of a stockholder rights plan giving existing stockholders of record of January 27, 2012 the right to purchase shares of preferred stock. According to ISTA, “The Rights Plan was adopted to ensure the fair and equal treatment of the Company’s stockholders in connection with any initiative to acquire effective control of the Company. It is intended to reduce the likelihood that any person or group would gain control of the Company by open market accumulation or otherwise without paying a control premium for all common stock.”
“Because the Rights may be redeemed by the Board under certain circumstances,” the company added, “they will not prevent the Board of Directors from considering any transaction that is determined by the Board of Directors to be fair, advisable and in the best interests of all of the Company’s stockholders.”
ISTA’s has two bepotastine nasal spray candidates, one in combination with a steroid, in its pipeline and is developing them for the treatment of allergic rhinitis.
Read the Valeant press release.
Read the ISTA press release.
