Allergan, Inc. (NYSE:AGN) is apparently still trying to fend off the hostile takeover attempt by Valeant Pharmaceuticals Intl Inc (NYSE:VRX). In a regulatory filing, the Botox maker said it is in talks about a possible merger with another party.
Allergan, Actavis in talks
An unnamed source reportedly told Reuters that the outside party is Actavis plc (NYSE:ACT). According to the filing, the other party approached Allergan about a possible merger. It further states that the discussions have continued and that they “may lead to negotiations.”
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It’s just been days since Allergan first disclosed that it had been approached by the outside party. If Allergan can merge with another company like Actavis, then it would make itself too large for Valeant to swallow.
Allergan defends against Valeant
According to Reuters’ source, Allergan was waiting hold discussions with Actavis because it wanted to get the ruling on its case against activist investor Bill Ackman and his firm Pershing Square Capital Management. The Botox maker sought to keep Ackman and Pershing from voting their shares at the Dec. 18 special meeting. At that meeting, Ackman wants to replace all of Allergan’s board members in hopes of paving the way for a takeover by Valeant Pharmaceuticals, which is his ultimate goal.
This week the judge in the case ruled that Ackman and Pershing Square are allowed to vote in the special election on Dec. 18. However, the judge also stated in the ruling that Allergan had raised some concerns about Pershing’s and Valeant’s disclosures in connection with their purchases of Allergan shares. The judge ordered both of them to add more disclosures to their proxy filings, and both said they would immediately.
Valeant has suggested that it is willing to pay more than $200 per share to acquire Allergan. Allergan’s board of directors has been adamantly opposed to a takeover by Valeant, saying that the company’s offers undervalue it and that Valeant’s business model is not good. They also have said that a takeover by Valeant would harm Allergan’s long term growth prospects.