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VRX - Valeant Pharmaceuticals International Inc.


giofranchi
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and say Valeant's offer "grossly undervalues the company"...

 

In my mind the true risk is: with a $200 per share offer are they overpaying?! ???

 

Gio

 

I don't think so. They wouldn't do a deal that is good at $180 but isn't at $200 anyway (you don't start at your max price, and you want a big margin of safety). They're always conservative with their projections, and if you go back to the original deal details, even at 200 it would be great, and if they exceed on synergies - as they usually do - it could be a big homerun. How many opportunities do you get to deploy that much capital at once?

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Nice find Liberty! Do you suppose the article got pulled because it doesn't depict Pearson as the evil predator with a defective business model that Allergan is trying to convince everyone that he is?

 

Based on what I've seen, it could certainly appear to be a classic case of bullying. Allergan has leverage over the magazine because they represent a large portion of their advertising revenue, and they used it to kill an article (and fire someone) because it didn't serve their interests.

 

It's even worse, IMO, because the piece was pretty tame. Just Valeant talking about how they do things, even praising Allergan, saying it "has done a great job". Nowhere near as controversial as the stuff that Allergan has been saying about Valeant, attacking their model and accounting and management every chance they get. Can you imagine AGN's reaction if it came to light that Valeant had pressured a magazine to kill a pro-AGN piece and got an editor fired?

 

Also: http://www.bloomberg.com/news/2014-10-28/ackman-s-5-3-billion-allergan-bet-examined-before-vote.html

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this looks like it's from 2013?  ???

 

It is.  ??? 

 

I saw that in my twitter feed, posted from the NYT Dealbook account, and didn't notice the date (assumed it was new -- they usually don't post old stuff). Now I can't find it anymore so it might have been a mistake.

 

Sorry for the confusion.

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Great updates Liberty. Is it just my link or is there a whole transcript missing from the October 28th court date? I get V1,V3, and V4 but no V2 when Valeant and Pershing's lawyers talk. Also, any chance you have the deposition of Pyott or Proctor? I don't have a subscription to Pacer or else I'd look there.

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For those who, like me, had the Scribd BS, here's a direct PDF link to the trial slide deck:

 

http://advancingallergan.com/app/uploads/2014/08/PS-Trial-deck.pdf

 

Thank you. I really can't stand scribd. Not sure how it made it to the internet at all. Maybe Amazon can use AWS to host PDFs which we can all read. A little corner of the page would display "powered by Amazon". Does Jeff Bezos read these boards?

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For those who, like me, had the Scribd BS, here's a direct PDF link to the trial slide deck:

 

http://advancingallergan.com/app/uploads/2014/08/PS-Trial-deck.pdf

 

Thank you. I really can't stand scribd. Not sure how it made it to the internet at all. Maybe Amazon can use AWS to host PDFs which we can all read. A little corner of the page would display "powered by Amazon". Does Jeff Bezos read these boards?

+1

;)

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Here's the official release:

 

http://ir.valeant.com/investor-relations/news-releases/news-release-details/2014/Valeant-And-Pershing-Square-May-Vote-At-Special-Meeting/default.aspx

 

-Special meeting will go forward as previously scheduled

- Ruling allows Valeant, Pershing Square and other Allergan shareholders to vote out a majority of the Allergan board at the December 18 Special Meeting

LAVAL, Quebec, Nov. 4, 2014 /PRNewswire/ -- Today, the United States District Court for the Central District of California held that Pershing Square Capital Management, L.P., Valeant Pharmaceuticals International, Inc. (NYSE: VRX) (TSX: VRX) and related parties may vote shares of Allergan, Inc. (NYSE: AGN) or proxies at the upcoming December 18 stockholder meeting. Allergan had sought to disenfranchise its largest shareholder, PS Fund 1, along with other shareholders solicited by PS Fund 1, by seeking an injunction to prevent them from voting at Allergan's December 18 special meeting. Today's ruling by Judge David O. Carter means that all Allergan shareholders, including PS Fund 1, will be permitted to have their voices heard by voting at the special meeting.

 

"It is in situations like these that courts should be mindful that Congress designed the Williams Act to be neutral and to leave decisions regarding a company's future and a company's management in the hands of shareholders, so long as shareholders have adequate information to make those decisions," Judge Carter stated in his ruling. The Court ordered additional disclosures by Pershing Square and Valeant and those disclosures will be promptly made.

 

"Today's ruling is a victory for all Allergan shareholders as it puts the choice of Allergan's future in the hands of its owners," stated J. Michael Pearson, chairman and chief executive officer.  "We look forward to the December 18 special meeting, where we hope to move a large step closer to the compelling combination of Valeant and Allergan that will create an unrivaled platform for growth and value creation."

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So here's one observer's response to Ackman's latest letter to the AGN Board

http://bit.ly/1ssWWIx

 

In other news, one side in a negotiation isn't telling the other side everything about its real weaknesses and how to get more leverage. News at 10.

 

That doesn't make the AGN board any more shareholder friendly or honest, but it's certainly possible that in the end their burnt earth tactics will get them a better deal.. Too bad for them they aren't actually big stockholders themselves (their preference has always been not to sell at any price)... Ackman will benefit either way this goes.

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