Idenix merged with Imperial Blue Corporation
The filing indicated that Baupost Group made the decision to sell its stake after Idenix Pharmaceuticals Inc (NASDAQ:IDIX) merged with Imperial Blue Corporation, a wholly-owned subsidiary of Merck & Co., Inc. (NYSE:MRK) on August 5, 2014.
Baupost Group said the merger happened without a meeting of the shareholders of Idenix Pharmaceuticals Inc (NASDAQ:IDIX) in accordance with Section 251 (h) of the General Corporation Law of the State of Delaware. Idenix continues as the surviving corporation and becomes a wholly-owned subsidiary of Merch & Co., Inc. (NYSE:MRK).
According to Baupost Group, each of the outstanding shares of the common stock of Idenix Pharmaceuticals Inc (NASDAQ:IDIX), par value $0.001 per share (other than shares held) in the treasury of Idenix or the parent company or its subsidiaries were cancelled and ceased to exist.
The shares held by stockholders who validly exercised appraisal rights under Delaware Law including the shares previously reported by Baupost Group in the schedule 13D were automatically cancelled and converted into the right to receive $24.50 per share without interest, but subject to any required withholding taxes.
Baupost Group’s previous stockholding
The hedge fund previously held 53,331,109 shares or 35.38% stake in Idenix Pharmaceuticals Inc (NASDAQ:IDIX). Baupost Group acquired its stake in the company earlier this year. The board of directors of the Idenix gave an observer rights as a result of their discussion. The hedge funds’ observer rights do not include any right to vote on matters discussed by the board.
At the time of its investment, Baupost Group indicated in its regulatory filing that it may change
its plans and proposals for Idenix Pharmaceuticals Inc (NASDAQ:IDIX) in the future depending on different factors including but not limited to the company’s financial position, strategic direction, business prospects, future developments, existing and anticipated market conditions, among others.
Baupost Group also said that it may take several actions related to its investment in the company including buying more shares, selling some or its entire stake in Idenix Pharmaceuticals Inc (NASDAQ:IDIX) if it believed appropriate.