GlaxoSmithKline – GSK – To acquire Human Genome Sciences

GlaxoSmithKline plc (ADR) (NYSE:GSK) announced that it will not participate in Human Genome Sciences (HGSI) strategic alternatives review process and will instead commence a tender offer this week to acquire all of the outstanding shares of HGS for US$13.00 per share in cash.  GSK’s offer represents a premium of 81 percent to HGS’s closing share price of US$7.17 on 18^th April, the last trading day before HGS publicly disclosed GSK’s private offer.

GSK continues to believe that now is the appropriate time in the evolution of the GSK/HGS relationship for the companies to combine and that GSK is uniquely positioned to deliver on the promises of Benlysta, albiglutide and darapladib.

GSK values the long relationship it has with HGS and has clearly stated its preference to complete a transaction on a friendly basis in a timely fashion. GSK remains willing to meet and review its offer with HGS at any time.

GSK’s decision not to participate in HGS’s strategic alternatives review process and to take its offer directly to HGS shareholders reflects a number of factors, including:

• GSK’s participation in the process is unnecessary as its offer is not conditioned on due diligence or financing and can be completed expeditiously.
• It is important for HGS shareholders to understand that GSK is committed to proceeding with its offer.
• There is clear strategic and financial logic to this combination and HGS shareholders should have the opportunity to decide for themselves on the merits of the offer.
• GSK believes that the four weeks that have passed since its offer made on April 11th, together with the additional 20 business days that GSK’s tender offer must remain open following its commencement, provides a reasonable amount of time for HGS to complete its review of alternatives.

GSK continues to believe it has made a full and fair offer which is in the interest of shareholders of both companies. The transaction is well aligned to GSK’s long-term strategy of delivering sustainable growth, simplifying GSK’s business model, enhancing R&D returns and deploying capital with discipline. For HGS shareholders, it provides immediate liquidity at a substantial premium while eliminating further exposure to the significant execution risk inherent in HGS achieving its future growth objectives.

GlaxoSmithKline – one of the world’s leading research-based pharmaceutical and healthcare companies – is committed to improving the quality of human life by enabling people to do more, feel better and live longer.

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Post Written By: Ed Liston Ed Liston is a senior contributing editor at TheStockMarketWatch.com. An active market watcher and investor, Ed guides an independent team of experienced analysts and writes for multiple stock trader publications. He is widely quoted in various financial publications on the Internet. When Ed is not writing about stocks, investing in stocks, talking about stocks, or otherwise doing something stock related, he likes to go sailing and fishing in his yacht.