Royalty Pharma announced acceptance levels its original offer for Elan Corp. (ELN, ELA.L). As of on 23 May 2013, Royalty Pharma had received valid acceptances of the Offer from Elan Stockholders in respect of 67,814 Elan Shares, including Elan Shares represented by Elan ADSs.
These acceptances represent, at the applicable time: approximately 0.01% of the Maximum Elan Shares Affected and which may be counted towards the satisfaction of the Acceptance Condition to the Offer; and approximately 0.01% of the issued share capital of Elan.
Royalty Pharma said that the Increased Offer will remain open for acceptance until, the "Extended Closing Date" which will be on 6 June 2013, being the date fixed by Royalty Pharma as the extended closing date of the Increased Offer.
As at the close of business on 22 May 2013, being the last practicable date prior to this announcement, J.P. Morgan and persons controlling, controlled by or under the same control as J.P. Morgan , except in any such case, in the capacity of an exempt market marker, and excluding any exempt fund manager, were interested in 65 Elan ADSs, Royalty Pharma said.
As at the close of business on 22 May 2013, being the last practicable date prior to this announcement, BofA Merrill Lynch and persons controlling, controlled by or under the same control as BofA Merrill Lynch, except in any such case, in the capacity of an exempt market marker, and excluding any exempt fund manager, were interested in 439,332 Elan ADSs and 749,900 derivatives referenced to Elan ADSs, Royalty Pharma noted.
On May 23, Elan had said that its Board determined that privately held investment firm Royalty Pharma's revised offer announced on May 20, to acquire all of Elan's shares for $12.50 per share through its shell subsidiary Echo Pharma Acquisition Limited, substantially undervalues the company.
On May 20, Royalty Pharma increased its offer for Elan to $12.50 per share in cash from its previous bid of $11.25 per share. The increased offer is fully financed, cash confirmed and not conditional on due diligence.
On May 2, Royalty Pharma confirmed the Offer Price it had for Elan, April 15. The Offer Price reflected Elan's $1 billion Dutch Auction share repurchase clearing price of $11.25 per Elan Share, the lowest possible price in the range set by the Elan Board.
On April 22, Elan's Board had also rejected the revised $11.25 per share offer from Royalty Pharma.
It was in February that Royalty Pharma made the initial proposal to acquire Elan for $11 per share. At that time, Elan's enterprise value amounted $10.35 per share or $3.135 billion, while the proposed enterprise value aggregated $3.531 billion or $11 per share.
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