Afexa Board Recommends Tender for Increased Valeant (VRX) Offer

October 3, 2011 7:12 AM EDT
Valeant Pharmaceuticals International, Inc. (NYSE: VRX), reports Afexa's Board of Directors unanimously recommends Valeant's increased friendly offer for all of the outstanding common shares of Afexa Life Sciences Inc. for a price of C$0.85 per share in cash. The offer is made by Valeant's wholly-owned subsidiary 1625907 Alberta Ltd. Afexa also agreed to certain amendments to the support agreement among Valeant, the Offeror and Afexa, to reflect the following:
  • Increased Purchase Price. The all cash purchase price has been increased from C$0.71 to C$0.85 per Afexa common share.

  • No Minimum Tender Condition. The Increased Offer will no longer be subject to a minimum tender condition such that the Offeror will take-up and pay for any and all shares tendered to the Increased Offer if the other customary conditions of the Increased Offer are satisfied. The removal of the minimum tender condition provides greater certainty to shareholders that shares tendered to the Increased Offer will be taken-up and paid for.

  • Increase in Termination Fee. The increase in the break up fee payable to Offeror in certain circumstance has been increased from C$3.75 million to C$4.5 million. The increase is proportional to the increase in the aggregate purchase price payable by Valeant under the Increased Offer.


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