Market Overview

Human Genome Looks to Anyone but GlaxoSmithKline

GlaxoSmithKline Will Pay $14.25/Share to Remaining Human Genome Sciences Holders
Benzinga Market Primer, Friday July 27

It was revealed on Thursday that Human Genome Sciences (NASDAQ: HGSI) is in talks with, in its own words "major" pharmaceutical and biotechnology companies in a bid to do whatever it can to avoid a hostile takeover by GlaxoSmithKline (NYSE: GSK).

It's a fascinating period of time for HGSI, who claim to have entered into confidentiality agreements with a number of unnamed parties, and is currently providing opportunities to enter into due diligence reviews.

As we reported last week GSK made an initial $2.6 million tender offer after HGSI turned down a takeover approach.

GSK's offer for HGSI became public knowledge in April, with HGSI shares falling 76% from the company's peak in 2011. It is certainly a generous offer, no matter the noises coming out of HGSI, valuing that company at 11 times the estimated 2012 sales

"Shareholders should have the opportunity to decide for themselves on the merits of the offer," Glaxo said.

Also, the situation is mildly awkward due to the fact that the two companies are currently working together to develop two medicines. So the fact that HGSI is seemingly prepared to anything to avoid entering into a deal with GSK will only serve to exacerbate that awkwardness.

Despite the HGSI board voting unanimously in favor of turning down the GSK $2.6 billion offer, Glaxo doesn't seem to be keen to take no for an answer, stating on May 9 that it would be proceeding with the bid by offering $13 per share in cash directly to shareholders.

Human Genome does seem to want to proceed with a deal, but it will not be bullied and analysts are predicting that a deal will get done for a fee in the region of $15 per share. While the company's attempts to find another buyer may be little more than a healthy game of hardball, GSK will do well to realize that they won't be getting Human Genome on the cheap.

“The rights plan will not prevent any offers or transactions that the board determines to be in the best interest of HGS and its stockholders,” the company said today in a separate statement.

The rumblings don't seem to be doing anything to disrupt HGSI, as it rose 1.1% to $14.41 on Thursday morning. The shares had actually gone down 76% since 2011 before the GSK offer went public. On the other hand, Glaxo went down 0.3% to 1,417 pence in London.

“The board believes that GSK acted to take advantage of the company's depressed stock price levels,” Human Genome said.

Follow me @BCallwood.

Posted-In: News M&A


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