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Human Genome adopts rights plan to ward off Glaxo
May 17, 2012 / 11:16 AM / 6 years ago

Human Genome adopts rights plan to ward off Glaxo

(Reuters) - Human Genome Sciences Inc said on Thursday it had adopted a stockholder rights plan as the biotechnology company defends itself against a $2.6 billion hostile takeover bid by drugmaker GlaxoSmithKline Plc.

Human Genome said its board determined the $13-a-share bid by the British drugmaker was inadequate and undervalued the company, and it recommended stockholders not tender their shares.

In a statement, Human Genome said it adopted the rights plan “to allow the company to fully engage in its strategic review process and as a means to protect the long-term interests of the company’s stockholders.”

The rights plan will not stop any offers that the board deems to be in the best interest of the company and its shareholders, Human Genome said.

The company declared a dividend of one share purchase right for each share of its common stock held as of the close of business on May 29.

Human Genome’s board initially spurned Glaxo’s bid on April 19; at the time, the offer represented an 81 percent premium. Many investors and analysts expect Glaxo to clinch a deal at a modestly higher price.

A Reuters poll of 13 analysts found that, on average, they believe the deal will get done at about $15 per share.

Human Genome shares closed at $14.25 on Wednesday and have consistently traded above the offer price since it was made.

Glaxo and Human Genome together sell Benlysta, a new drug for the autoimmune condition lupus. They are also collaborating on two other experimental drugs in late-stage trials for diabetes and heart disease that could become significant sellers.

Buying Human Genome would give Glaxo full rights to these partnered drugs, underscoring the appetite among big drugmakers for biotech products to drive future sales.

Glaxo launched its $2.6 billion tender offer for Human Genome shares last week. The offer is set to expire at midnight June 7.

Reporting By Lewis Krauskopf; Editing by Gerald E. McCormick and; John Wallace

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