U.S. Court Denies Perrigo’s Attempt to Block Mylan’s Takeover Bid

Court rules that Mylan provided adequate public disclosures.

(L-R) Robert J Coury,   Mylan and Josegh Papa,   Periggo

Mylan N.V., which made a hostile takeover bid for Perrigo Co., said Friday that a U.S. District court denied Perrigo’s attempt to block the potential closing of Mylan’s proposed offer before shareholders.

The court also ruled that Mylan’s disclosures regarding its intention to de-list Perrigo from the NYSE and the TASE as soon as practicable following the consummation of the offer were appropriate.

Mylan planned listing on the Tel Aviv Stock Exchange if it succeeded in acquiring Perrigo, which would need to be delisted. Perrigo petitioned the Tel Aviv District Court to prevent Mylan from listing in Tel Aviv as part of its plans to take it over.

Israeli court ruled Mylan can list on Tel Aviv Stock Exchange. The ruling paves the way for Mylan to dual-list on the TASE as part of its struggle to take over Perrigo.

Earlier this week, Perrigo chairman and CEO Joseph Papa visited Israel to persuade institutional investors with holdings in his company that Mylan’s bid would be a bad deal and undervalues the company.

Mylan has previously stated that it expects the combination of Mylan and Perrigo would result in at least $800 million of annual pre-tax operational synergies by the end of year four following the consummation of the offer.

Under the terms of Mylan’s offer, Perrigo shareholders will receive $75 in cash and 2.3 Mylan ordinary shares for each Perrigo ordinary share. On September 14, 2015 Mylan officially commenced its formal offer to acquire all outstanding ordinary shares of Perrigo.

The offer and withdrawal rights are scheduled to expire on November 13, 2015, unless the offer is extended with the consent of the Irish Takeover Panel.

The acceptance condition for the offer requires greater than 50% of Perrigo ordinary shares to have been tendered into the offer.

 

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