NEW YORK (GenomeWeb News) - Biosite's board of directors yesterday declared that a merger offer made last week by Inverness Medical Innovations to buy the company for $92.50 a share is a "superior proposal" to an earlier agreement it made with Beckman Coulter.
Beckman said in a statement yesterday that it would not raise its most recent offer of $90 a share to match the latest Inverness bid, although Biosite said Beckman has the right to make a counter-offer that is "at least as favorable" by 12:01 am on Friday, May 18. Otherwise, Biosite has notified Beckman it intends to terminate the earlier agreement.
By killing the deal, Biosite agrees to pay Beckman a $54 million charge, which Biosite said Inverness has agreed to cover as a cost of the acquisition.
Beckman disagrees with Biosite's analysis that the Inverness offer is better. In a statement, Beckman CEO Scott Garrett said the company’s $90-per-share offer was a "full and fair price" and said "the combination of Biosite with Beckman is strategically sound."
Garrett also said the recent approval of Beckman’s proposal by regulators makes it a more solid proposition.
Garrett had previously questioned the soundness of Inverness' plan to finance the deal, suggesting it was complicated and involved too many players.
Biosite yesterday said it has reviewed signed and revised commitment letters from Inverness' funding sources, which include General Electric Capital Corporation and UBS Loan Finance and Securities.
Under the new agreement, Inverness would pay a set fee per day if the deal does not go through by the target date, which would be 45 days after the deal is signed.
Before Inverness made its initial unsolicited proposal to pay $90 a share for the San Diego-based diagnostics company, Biosite and Beckman had signed a non-binding merger agreement that would have cost Beckman $85 a share.
Before that deal was made public, Biosite's shares were trading in the mid-$50 range; today the company’s shares were at $91.65 in mid-morning trading.