Fri, Aug. 28, 8:36 AM
- Perrigo (NYSE:PRGO) is confident its shareholders will reject Mylan's (NASDAQ:MYL) planned unsolicited offer to acquire the company.
- "We are confident that most of them [shareholders] believe that Mylan's offer substantially undervalues Perrigo and would dilute our growth profile and superior valuation," Perrigo CEO Joseph Papa said.
- Mylan intends to launch a formal offer to Perrigo shareholders in the coming weeks.
- Previously: Mylan shareholders support acquisition of Perrigo (Aug. 28 2015)
Fri, Aug. 28, 8:03 AM
- Mylan (NASDAQ:MYL) shareholders have overwhelmingly approved the proposed acquisition of Perrigo (NYSE:PRGO) and the related issuance of common stock to the latter's shareholders.
- Mylan now intends to launch a formal offer to Perrigo shareholders in the coming weeks.
- Previously: Mylan's vote on Perrigo approaches (Aug. 28 2015)
Tue, Aug. 25, 3:57 PM
- Generic drugmaker Mylan's (NASDAQ:MYL) $35.1B hostile offer for Perrigo (NYSE:PRGO) is staying fairly hostile, as Perrigo chief Joseph Papa wrote shareholders today charging Mylan with threatening to delist Dublin-based Perrigo, from “every stock exchange, even if 49 percent of our holders say no to its offer."
- He's still highly negative about Mylan's change to acceptance conditions for the deal, to a 50% threshold from the previous 80%.
- Parts of Papa's statement may have misled shareholders or the market, in violation of rules, the Irish Takeover Panel says. Mylan responded with a statement calling Perrigo's comments "misleading."
- Separately, Mylan has launched a generic form of Pfizer's anti-infection injection Zosyn in the U.S., and noted that the Patent and Trademark Office has opened a review of the validity of two Copaxone patents licensed to Teva. Mylan sees its generic version of the multiple sclerosis treatment as "an exciting first-to-file opportunity."
- Previously: Shareholder vote advisor recommends Mylan investors nix Perrigo deal (Aug. 14 2015)
- Previously: Perrigo less than thrilled with Mylan's threshold-lowering maneuver (Aug. 13 2015)
Fri, Aug. 14, 9:08 AM
- Saying the deal faces too many hurdles, influential shareholder vote advisor Institutional Shareholder Services (ISS) recommends that Mylan (NASDAQ:MYL) stockholders vote against the company's bid for Perrigo (NYSE:PRGO).
- In a report issued today, ISS cites "unreasonable uncertainties" that PRGO shareholders will reject the offer (not surprising), not least because the current value of Mylan's stock-and-cash bid is now worth only $200 compared to $232 when it was announced.
- Mylan shareholders are scheduled to vote on the deal on August 28.
Thu, Aug. 13, 2:08 PM
- Perrigo (PRGO +3.3%) Chairman, President & CEO Joseph Papa has a low opinion of Mylan's (MYL -1.2%) lowering of the acceptance condition for its bid to "greater than 50%" of PRGO voting shares instead of the original "not less than 80%."
- He says, "Mylan already proposed a dilutive deal that substantially undervalues Perrigo; today's announcement makes it even worse. This scare tactic is simply an attempt to coerce Perrigo shareholders into a value destructive deal. We don't believe Perrigo shareholders will tender into this transaction at any threshold and we are confident that there is no rational path to a full acquisition of Perrigo. This move is an obvious sign of desperation that would have profoundly negative effects for shareholders, debt holders, customers and employees of both Perrigo and Mylan. Under Irish law, this structure all but guarantees that the promised synergy realization will fail and it would create material credit and equity risk for both companies, none of which Mylan has detailed to its own shareholders or ours. This reckless action runs contrary to the best interests of both Perrigo and Mylan shareholders, taking a value destructive threshold and making it materially worse when Mylan fails to achieve the 80% threshold necessary for consolidation. This is yet another example of Mylan's leadership disregarding their fiduciary responsibilities to represent the best interests of shareholders."
- The term "hostile takeover" seems particularly apt here.
- Previously: Mylan lowers acceptance condition on Perrigo bid to greater than 50% (Aug. 13)
Thu, Aug. 13, 7:51 AM
- Via an amendment to its bridge credit agreement, Mylan N.V. (NASDAQ:MYL) formally lowers its acceptance condition for its bid for Perrigo (NYSE:PRGO) to greater than 50% of PRGO ordinary shares from not less than 80% of PRGO ordinary shares. This means that no further consent from Mylan's lenders is needed if at least 50% of the voting rights then exercisable are secured at Perrigo's general meeting of shareholders.
- Mylan Executive Chairman Robert Coury says, "Mylan remains fully committed to completing the acquisition of Perrigo and today's action even further demonstrates this commitment. We intend to launch our offer to acquire Perrigo's ordinary shares after we receive the approval of our shareholders at our upcoming extraordinary general meeting and we look forward to making this combination a reality in the coming months."
Thu, Aug. 6, 1:17 PM
- Mylan (MYL +0.5%) CEO Heather Bresch says that acquiring Perrigo (PRGO -1.8%) is "not a must" and it has other options should Perrigo prevail in fending off its hostile offer. "We've been actively looking at many targets out there" she said in a conference call with analysts.
- Ms. Bresch affirmed that Perrigo remains Mylan's top priority, though. If successful, it would pick up over-the-counter consumer products, generic topical medicines and animal health treatments. Mylan's shareholders will vote on the combination in the next several weeks.
Wed, Jul. 22, 8:08 AM
- Perrigo (NYSE:PRGO) acquires Naturwohl Pharma GmbH, a leading dietary supplement maker in Germany. Its top seller is Yokebe, the second largest dietary brand in Germany, projected to generate €30M in sales this year.
- The deal, expected to close this quarter, will be accretive to Perrigo's non-GAAP EPS this year and should exceed its ROIC threshold in 2016.
- Financial terms of the transaction are not disclosed.
Tue, Jun. 30, 10:08 AM| Tue, Jun. 30, 10:08 AM | 3 Comments
Wed, Jun. 10, 2:20 AM
- A Pennsylvania judge has recommended Kirkland & Ellis be prevented from advising Teva Pharmaceutical (NYSE:TEVA) on its attempted takeover of Mylan (NASDAQ:MYL) after the law firm represented Mylan on other matters.
- The report is likely to shake up a bitter, three-way takeover battle. Mylan has rejected Teva's bid in unusually harsh terms and is instead plowing ahead with its own, twice-rejected offer for Perrigo (NYSE:PRGO).
Mon, Jun. 8, 1:15 PM
- In a letter to Mylan (MYL -0.6%) Executive Chairman Robert Coury, Teva Pharmaceutical Industries' (TEVA +0.2%) President & CEO Erez Vigodman responds to Mylan's rather negative perceptions about the latter's intent regarding a takeover bid. Teva appears committed to getting a deal done and asserts that Mylan is the one who is holding things up.
- Mylan is on the prowl for generic drug firm Perrigo (PRGO -0.9%), who keeps rejecting its offers, the latest at $34B. Teva made a $40B bid for Mylan in April that Mylan rejected.
Tue, Jun. 2, 8:28 AM
- Perrigo (NYSE:PRGO) enters into a agreement to acquire a portfolio of over-the-counter brands from GlaxoSmithKline (NYSE:GSK) related to the latter's commitment to the European Commission to divest the businesses in connection with its consumer health joint venture with Novartis (NYSE:NVS).
- Perrigo will buy GSK's NiQuitin nicotine replacement therapy (NRT) business, mostly in the European Economic Area (EEA) and Brazil and Novartis's Australian NRT business, including Nicotinell; several OTC brands including Coldrex (cold and flu med) in the EEA and Panodil (pain relief), Nezeril (nasal decongestant) and Nasin (nasal decongestant) in Sweden and Novartis's legacy cold sore management business in the EEA (Vectavir, Pencivir, Fenivir, Fenlips, Vectatone).
- Financial terms are not disclosed.
- CEO Joseph Papa says, "This acquisition demonstrates Perrigo's ability to execute on our "Base Plus Plus Plus" strategy in which we make selective, accretive transactions to expand our durable base business. We are building on the global platform we established with the Omega Pharma acquisition to capture an even greater share of the $30B European OTC market opportunity with several well-established complementary brands that bolster our OTC product portfolio." Mylan N.V. (NASDAQ:MYL) will, no doubt, have to sharpen its pencil yet again.
- The transaction will be immediately accretive to Perrigo's 2015 non-GAAP EPS, excluding estimated tangible amortization and transaction-related costs. The deal should close in Q3.
Tue, Jun. 2, 3:29 AM
- Mylan (NASDAQ:MYL) has accused Teva Pharmaceutical (NYSE:TEVA), which made a $40B unsolicited offer for the company in April, of violating U.S. anti-trust rules through its recent purchase of a 1.35% stake in the company.
- Mylan, which is attempting to buy Perrigo (NYSE:PRGO) for $34B, also told Teva to "stop playing games" and either turn its $40B approach into a formal bid or walk away.
- A takeover by Teva would torpedo any Mylan deal with Perrigo.
Tue, May 12, 3:05 AM
- Mylan's (NASDAQ:MYL) Chairman Robert Coury told investors he may sweeten the company's offer for Perrigo (NYSE:PRGO) by adding terms that would reduce the risk to its shareholders.
- Coury laid out scenarios that could play out in the future and had even suggested that a Mylan-Perrigo combination could be an attractive target for Pfizer (NYSE:PFE), sources told Bloomberg.
- Mylan has been attempting to buy Perrigo for $34B (in an unsolicited offer that is expected to turn hostile), while rebuffing a takeover bid from Teva (NYSE:TEVA).
Fri, May 8, 5:23 PM
- Mylan (NASDAQ:MYL) management is meeting privately with top investors this week to gain support for its $34B bid for Perrigo (NYSE:PRGO), which last week rejected MYL's latest offer worth $75 and 2.3 MYL shares per PRGO share, and defend itself from Teva Pharmaceuticals' (NYSE:TEVA) $40B takeover bid.
- WSJ's Ronald Barusch relays a report from a Bernstein analyst who met with MYL executives that suggests MYL “could not be clearer” that it is not working primarily for its shareholders; according to the report, when the Bernstein analyst suggested in determining whether to vote for the PRGO deal that MYL shareholders would need to compare it with the Teva offer, MYL disagreed and said its shareholders needed to choose between PRGO and an uncertain Teva deal two years away.
- MYL management said shareholders will be in a “tough place” and choose the PRGO deal, the analyst report said; WSJ's Barusch says an acknowledgment that a board has put its own shareholders in a "tough place" is surprising.
- MYL argues that Teva is the wrong company to acquire MYL; in fact, Executive Chairman Robert Coury says MYL not only is not willing to sell itself to Teva but would consider buying Teva at some point after completing its offer for PRGO, according to a Reuters report.
Wed, Apr. 29, 12:03 PM
- Perrigo (PRGO +0.1%) rejects Mylan's (MYL +1.6%) beefed-up offer for the Dublin, Ireland-domiciled firm. The new bid is $75 in cash plus 2.3 shares of MYL stock or ~$244 per PRGO share, based on recent prices. This represents a premium of 28%.
- The company maintains that the offer significantly undervalues the firm, although its rationale that the new offer is mathematically below its first bid of $60 + 2.2 shares of MYL stock is clearly biased since it is based on MYL's price on March 10, before speculators began accumulating shares ($55.31). MYL is trading today at ~$74.
- Previously: Mylan commences formal offer for Perrigo (April 24)
- Related ticker: (TEVA +0.5%)
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