Human Genome Sciences (HGSI) to Review Offer from Glaxo (GSK)
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Human Genome Sciences, Inc. (Nasdaq: HGSI) today confirmed that GlaxoSmithKline plc (NYSE: GSK) has announced its intention to commence an unsolicited tender offer to acquire all the outstanding common shares of HGS at a price of $13.00 per share in cash.
The HGS Board of Directors, in consultation with independent financial and legal advisors, will carefully review and consider the offer. The Board intends to advise stockholders of its recommendation regarding the proposed tender offer within ten business days of when GSK commences it, by making available to stockholders and filing with the Securities and Exchange Commission a Schedule 14D-9. HGS stockholders are advised to take no action at this time pending the review of the offer by the Company’s Board of Directors.
HGS noted that the proposed $13.00 per share offer price is identical to the price of the proposal received from GSK on April 11, 2012 that HGS determined does not reflect the value inherent in HGS.
As previously announced, the HGS Board of Directors has authorized the exploration of strategic alternatives in the best interests of stockholders, including, but not limited to, a potential sale of the Company. HGS has retained Goldman, Sachs & Co. and Credit Suisse Securities (USA) LLC to assist in this process, with Skadden, Arps, Slate, Meagher & Flom LLP and DLA Piper LLP (US) serving as legal counsel. This process is ongoing.
The HGS Board of Directors, in consultation with independent financial and legal advisors, will carefully review and consider the offer. The Board intends to advise stockholders of its recommendation regarding the proposed tender offer within ten business days of when GSK commences it, by making available to stockholders and filing with the Securities and Exchange Commission a Schedule 14D-9. HGS stockholders are advised to take no action at this time pending the review of the offer by the Company’s Board of Directors.
HGS noted that the proposed $13.00 per share offer price is identical to the price of the proposal received from GSK on April 11, 2012 that HGS determined does not reflect the value inherent in HGS.
As previously announced, the HGS Board of Directors has authorized the exploration of strategic alternatives in the best interests of stockholders, including, but not limited to, a potential sale of the Company. HGS has retained Goldman, Sachs & Co. and Credit Suisse Securities (USA) LLC to assist in this process, with Skadden, Arps, Slate, Meagher & Flom LLP and DLA Piper LLP (US) serving as legal counsel. This process is ongoing.
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