Despite several rejections, Astellas Pharma has submitted another proposal to the board of directors of CV Therapeutics (CVT) to acquire all outstanding common shares of CVT for approximately $1 billion.
According to the Tokyo-based Astellas, the proposal represents a 41 percent premium to the closing share price of CVT on Jan. 26, and a 69 percent premium to CVT’s 60-day average closing price.
The proposal was previously submitted to the board of directors of CVT on Nov. 14, 2008. On Nov. 21, 2008, the CVT board rejected the proposal. The CVT board has since declined to engage Astellas in any discussions regarding a transaction, according to Astellas.
However, now Astellas is taking its appeal to the shareholders and as a result, CVT has requested an extension for review. CVT said it has extended an existing shareholder rights plan to Feb 1, 2010, even though it was originally set to expire on Feb 1. Also, CVT hired Barclays Capital for the deliberation.
“We are disappointed that the CV Therapeutics board of directors has rejected outright what we believe is a very compelling all-cash proposal that would deliver stockholders significant immediate value that we believe far exceeds what CV Therapeutics can achieve as a standalone company,” Masafumi Nogimori, president and CEO of Astellas, said at the time. “CV Therapeutics’ product portfolio, including its angina treatment agent Ranexa, would complement Astellas’ U.S. based hospital and cardiology business.
“We are surprised that the CV Therapeutics Board has refused to engage us in meaningful discussions about our proposal; however, we remain committed to working cooperatively with CV Therapeutics to reach a mutually agreeable transaction should the board reconsider our proposal and decide to engage us in discussions promptly,” Nogimori said.