Notable Mergers and Acquisitions of the Day 05/17: OSIP, GLG, VRAD, DBTK
- Late Sunday, Astellas Pharma Inc. and OSI Pharmaceuticals, Inc. (Nasdaq: OSIP) announced the two companies have entered into a definitive merger agreement under which Astellas will acquire OSI in an all-cash transaction valued at $4.0 billion, or $57.50 per share.
The offer comes at a premium to the Astellas' $52.00 per share bid for OSI, which was rejected in March.
The higher bid will still be viewed as a disappointment to some investors who have bid the stock up to Friday's closing price of $59.80 on hopes for the new bid.
Japan-based Astellas targeted OSI for its leading cancer drug Tarceva, which is FDA approved for advanced-stage non-small cell lung cancer and as a combination therapy for advanced-stage pancreatic cancer.
Tarceva is jointly marketed with Genetech, a division of Roche.
- GLG Partners, Inc. (NYSE: GLG) agreed to be acquired by Man Group plc for $4.50 per share in cash.
The $4.50 per share cash consideration to be paid in the merger represents a 55% premium to the closing price of GLG’s common stock on May 14, 2010, the last trading day prior to the announcement of the execution of a definitive merger agreement.
Immediately prior to the closing of the merger, under the terms of the share exchange agreement, Man will acquire all of the common stock of GLG held by the principals and the equity participation plan partnerships in exchange for Man ordinary shares at an exchange ratio of 1.0856 Man shares per GLG share. Based on the closing prices of GLG and Man stock on May 14, 2010, the exchange ratio represents a value of $3.50 per GLG share. The share exchange is subject to a cap on the value of Man shares to be received of $4.25 per GLG share.
- Virtual Radiologic Corporation (NASDAQ: VRAD) entered into a definitive agreement under which Providence Equity Partners will acquire all of the outstanding common stock of vRad for $17.25 per share in cash, or approximately $294 million.
Shares of vRad closed at $12.99 on Friday.
The transaction is expected to be completed in the third quarter of 2010, subject to customary closing conditions, and regulatory and shareholder approvals.
- Double-Take Software, Inc. (NASDAQ: DBTK) entered into a definitive merger agreement to be acquired by Vision Solutions, Inc., a portfolio company of Thoma Bravo, LLC, in a transaction with a net offer value of approximately $242 million.
Under the terms of the agreement, Double-Take stockholders will receive $10.55 in cash for each share of Double-Take common stock they hold, representing a premium of approximately 39% and 21% to Double-Take’s enterprise value and closing share price of $8.71, respectively, on April 9, 2010, the last business day prior to Double-Take’s announcement that its Board of Directors was considering indications of interest to acquire the Company.
Shares of Double-Take Software closed at $9.66 on Friday.
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