Mon, Jan. 12, 9:34 AM
- The U.S. Federal Trade Commission grants early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 in regard to Actavis' (ACT +1.2%) pending takeout of Allergan (AGN +1.9%). This satisfies one of the conditions for the transaction.
- The record date for determining eligible shareholders who will be entitled to vote on the deal is January 22.
Thu, Jan. 1, 2:19 AM
- Dow: INTC +41%; UNH +35%; HD +28%; CSCO +25%; MSFT +25%.
- S&P 500: LUV +125%; EA +106%; EW +95%; AGN +92%; AVGO +91%.
- Nasdaq: AAL +112%; EA +106%; AVGO +91%; GMCR +78%; ILMN +68%.
Dec. 16, 2014, 9:33 AM
- Actavis (ACT -0.5%) says CEO Brent Saunders and Executive Chairman Paul Bisaro will continue in their roles after its acquisition of Allergan closes. Under the new structure, Actavis exec C. David Nicholson will head branded pharmaceutical R&D reporting to Mr. Saunders. COO Robert Stewart will head generics and global operations, also reporting to Saunders.
- Global brand sales and marketing will be split into international brands, branded pharma and Allergan Pharma.
- No information is provided on who Allergan (AGN -0.5%) chief David Pyott will report to. If he stays, it would appear to be Saunders.
Nov. 25, 2014, 2:42 AM
- After agreeing to buy Allergan (NYSE:AGN) this month for $66B, Actavis (NYSE:ACT) is now planning to announce a series of job cuts, Bloomberg reports.
- Actavis CEO Brent Saunders says there are overlaps in corporate functions, including human relations and finance, though he hasn’t yet quantified how many positions will be eliminated.
- Actavis is also planning to expand in China with generic and brand-name medicines and Allergan’s Botox.
Nov. 22, 2014, 8:25 AM
- Harvard Business School's Bill George is troubled by the trend of activist investors shifting their wrath to some of America’s best companies, which he says may net nice profits in the short term but places the competitiveness of America’s great global companies at risk.
- An example is Amgen (NASDAQ:AMGN), whose stock has gained 185% in the past five years, but Dan Loeb still wants to split the company; George says this would destroy a productive innovator by taking away the cash it needs to develop new drugs and fuel growth.
- PepsiCo’s (NYSE:PEP) 52% increase in three years is double that of Coca-Cola, yet Nelson Peltz is agitating to split the company in two, as he did with Kraft - which has struggled, as has its Mondelez spinout.
- Peltz also is trying to break up DuPont (NYSE:DD) even though the stock has climbed 250% since Ellen Kullman became CEO in 2009; a disjointed conglomerate without a clear strategy, DuPont's stock had slipped 62% since 2000.
- Bill Ackman successfully partnered to put Allergan (NYSE:AGN) in play, which resulted in a sale, but George says the deal was unnecessary for a stock that had gained 2,400% since David E.I. Pyott became CEO in 1998.
- In each case, George says leaders were forced to focus on saving their companies instead of winning global competitive battles, creating great products and building new businesses.
Nov. 21, 2014, 1:51 AM
- Valeant Pharmaceuticals (NYSE:VRX) has slashed its stake in Allergan (NYSE:AGN) to 0.1% from 9.7%, three days after Actavis (NYSE:ACT) trumped its offer for the Botox maker.
- Pershing Square and Valeant have now sold all 2.2M Allergan in PS Fund 1, a shell fund that was set up by the two to act as a joint acquisition vehicle.
- VRX -0.8% AH
Nov. 17, 2014, 12:22 PM
- It's doubtful that Pershing Square's Bill Ackman is disappointed that Valeant Pharmaceutical (VRX +0.3%) lost out to Actavis (ACT +1.9%) in a bid for Allergan (AGN +5.7%) considering the tidy $2.6B profit he'll bag on his 9.7% stake in the Botox maker.
- Pershing Square acquired 28.9M shares of AGN at $129.28 and will sell at $219. Doing the math: ($219 - 129.28) x 28.9M = $2.59B.
- The hedge fund will pay Valeant ~$389M as part of their profit-sharing agreement so its ultimate take will be ~$2.2B.
- Previously: It's official: Actavis buys Allergan
Nov. 17, 2014, 9:26 AM
Nov. 16, 2014, 3:51 PM
- A deal could be announced as soon as Monday.
- Allergan (NYSE:AGN) is trying to fend off a hostile bid by Valeant (NYSE:VRX), which has offered AGN about $54B in cash and stock, and has said it was prepared to raise its offer to $200/share.
- Valeant, which has not been contacted by Allergan, would likely abandon its bid in the face of the Actavis (NYSE:ACT) deal.
- The deal could include a $2B breakup fee that would need to be paid by Valeant were it to try and outbid Actavis.
- Sources: Reuters, CNBC
Nov. 12, 2014, 12:22 PM
- Allergan (AGN +0.7%) and Actavis (ACT -0.4%) are in advanced negotiations on a takeout bid for the Botox maker. According to people close to the matter, the price will be at least $200 per share or $60B. There remains a gap, though, in what Allergan is asking (~$210/share) and what Actavis wants to pay (~$200/share). Regardless, a deal seems likely in the next few weeks since the Valeant (VRX +0.9%)-instigated special shareholders meeting is December 18.
- The potential transaction will most likely include ACT stock with cash.
- Previously: Special shareholder meeting scheduled for Dec. 18
Nov. 12, 2014, 8:07 AM
- Allergan (NYSE:AGN) streamlines its process for calling a special meeting of shareholders.
- The amount of information required in a Special Meeting Request has been reduced. Certain disclosure requirements regarding the person proposing the meeting have been removed and the requirement that the proposing person disclose the participants and others acting in concert with the proposing person has been eliminated.
- The requirement that a proposing person hold shares in the company in order to sign a Special Meeting Request has been eliminated.
- The requirement that the proposing person update the information in a Special Meeting Request 10 business days before the meeting has been removed. The proposing person now has eight business days (from five) after the record date of the meeting to update the information.
- The board is now required to call a Special Requested Special Meeting with 90 days of the receipt of a valid Special Meeting Request rather than leaving it to the discretion of the Board.
- Additionally, the lead independent director is now responsible to approving information sent to the Board, agendas for Board meetings and the schedule for Board meetings to insure that there is sufficient time to discuss all agenda items.
- The Special Meeting of Shareholders requested by Valeant Pharmaceuticals (NYSE:VRX) is scheduled for December 18.
- Previously: Special shareholder meeting scheduled for Dec. 18
- Previously: Allergan asks judge to block Pershing's stake in shareholders' vote
Nov. 11, 2014, 4:16 PM
- The presence of Pershing Square's Bill Ackman on the list of major investors in Zoetis (NYSE:ZTS) sends a clear signal that it may be an acquisition target by none other than Valeant Pharmaceuticals (NYSE:VRX). A deal is not out of the question in light of its diminishing prospects of acquiring Allergan (NYSE:AGN) since Actavis (NYSE:ACT) joined the mix.
- In after hours trading, VRX is up a fraction and ZTS is unchanged, both on higher-than-normal volume.
- Previously: Zoetis jumps 6% on report of Ackman stake
Nov. 7, 2014, 1:53 AM
- Salix Pharmaceuticals (NASDAQ:SLXP) -38.3% AH after announcing an accounting revision that showed sales of its drugs not as strong as Wall Street's expectations. The changes were accompanied by the resignation of CFO Adam Derbyshire.
- The accounting issue also played a role in scuttling a potential takeover from Allergan (NYSE:AGN) earlier this year, WSJ reports.
- Salix lowered its earnings guidance for the year, and now expects 2014 net income of $400M, or $5.20 per share, down from earlier estimates of $475M, or $6.16 per share.
Nov. 4, 2014, 1:46 PM
- The U.S. District Court for the Central District of California determines that Valeant Pharmaceuticals (VRX +0.3%) and Pershing Square Capital Management may vote their shares at Allergan's (AGN +0.8%) special meeting of shareholders scheduled for December 18, 2014. Allergan sought to exclude Pershing's 10% stake accusing it taking action based on non-public information.
Nov. 3, 2014, 2:18 PM
- According to the Wall Street Journal, Actavis (ACT +2.1%) is negotiating with Allergan (AGN +1.2%) about a bid for the Botox maker. The board wants to keep the matter close to its vest, however.
- The company says, "Our board has determined that premature disclosure with respect to the possible terms of any transaction might jeopardize continuation of any discussions or negotiations. Our board has instructed management not to disclose the possible terms of any transactions or proposals, or the parties hereto, unless and until an agreement in principle relating thereto has been reached."
- The potential marriage is not unexpected considering Allergan's visceral aversion to a takeover by Valeant Pharmaceuticals (VRX +0.2%).
Oct. 28, 2014, 1:24 PM
- Allergan (AGN -0.3%), Valeant Pharmaceuticals (VRX +0.5%) and Pershing Square are in a Santa Ana, CA district court today to adjudicate Allergan's request to block Pershing's 10% stake from voting in December's special shareholders meeting. Allergan alleges that Pershing acquired the shares based on non-public information.
- Unsurprisingly, Pershing says the motion lacks merit. In any event, the special meeting is a go since Valeant supporters supposedly represent more than 35% of eligible shares which exceeds the 25% minimum necessary to call the meeting.
AGN vs. ETF Alternatives
Allergan Inc is a multi-specialty health care company develops and commercializes pharmaceuticals, biologics and medical devicesand over-the-counter products. It offers products forophthalmic, neurological, medical aesthetics and medical dermatology.
Other News & PR