CV Therapeutics has responded to the hostile takeover bid that has been put forward again by Astellas Pharma and says that it is prepared to give the proposal another look.
In November, the Japanese drugmaker offered $16.00 per share in cash on November 14 and a week later CVT re
jected it. However that offer, which values the US firm at around $1 billion, is still on the table and represents a 41% premium to the closing share price of CVT on January 26. The proposal is subject to due diligence, Astellas board approval and other conditions.
Astellas, in making its bid public, had complained that since the initial offer was made CVT “has subsequently declined to engage…in any meaningful discussions regarding a transaction”. Now the Palo Alto-based group has responded.
The confirmed that “after careful deliberation, with the assistance of its financial and legal advisors”, the CVT board has concluded that the Astellas proposal was not in the best interests of the firm and its stockholders. However the directors have now decided that they will “again review developments in the context of the company’s strategic plans and the long-term interests of its stockholders”.
However CVT added that in light of the current market environment, it has decided to extend the expiration date of its shareholder rights plan from February 1, 2009 to February 1 next year. This move will act as a ‘poison pill’, forcing any bidder to negotiate with management and allows existing shareholders to buy stock cheaply to fend off a hostile takeover.
It also gives CVT’s board time to see if any other offers are likely to be forthcoming, either from Astellas or elsewhere. The company, whose European subsidiary is headquartered in the UK, also noted that it has hired Barclays Capital as its financial advisor.
