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Board of Directors
Medivation, Inc.
525 Market Street, 36th floor
San Francisco, CA 94105
Paris, May 4th, 2016
Dear Members of the Board of Directors,
Since we publicly disclosed our proposal to acquire Medivation, we have
had extensive conversations with your top shareholders. We believe there
is overwhelming support by your shareholders for a transaction. Absent
our proposal, we believe that the Medivation shares would be trading in
the $30's. Medivation traded at $27 per share less than three months ago,
and our proposal is almost a 100% premium to that price. It is over a
50% premium to average trading prices prior to there being takeover
rumors.
I want to reiterate our preference to engage with you to negotiate a
transaction. We believe immediate engagement would be in the best
interests of your shareholders as it would enable them promptly to
realize substantial and certain value, while minimizing the disruption
to your organization. We believe we have offered a fair price, and a
very attractive premium. Nothing in your press release rejecting our
proposal was new information to the market. Having said that, if you
engage in good faith discussions with us and demonstrate additional
value, we could be in a position to revise our offer.
You should know that an acquisition of Medivation is a priority for
Sanofi and we are committed to effecting it. If you are not prepared to
engage with us, we have no choice but to go directly to your
shareholders. As you know, your shareholders have the ability to act at
any time by written consent to remove and replace the Board. If the
Medivation Board of Directors continues to refuse to engage with us,
then we intend to commence a process to remove and replace members of
the Board.
We remain enthusiastic about a potential combination with Medivation. We
and our advisors stand ready to meet at any time so we can work to
quickly consummate a mutually beneficial transaction.
Sincerely,
Olivier Brandicourt
Chief Executive Officer
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