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InsideArbitrage Potential Deal Alert: Future Pak Confirms Proposal to Acquire Vanda Pharmaceuticals (VNDA) for $7.25 to $7.75 Per Share in Cash

  • April 17, 2024

POTENTIAL DEAL DETAILS

StockVanda PharmaceuticalsSymbolVNDA
Date Announced04/17/2024Source Press Release
TypeUnsolicited BidAcquiring Company/Person Future Pak, and Cycle Pharmaceuticals Ltd.

Future Pak announced that it has submitted three proposals since February to acquire all of the outstanding shares of common stock of Vanda Pharmaceuticals (VNDA), and confirms that its most recent proposal to acquire Vanda for cash consideration of $7.25 to $7.75 per share remains open for Vanda and its Board of Directors to consider.

Vanda Pharmaceuticals Investor Relations

Future Pak Investor Relations

Update(s):

April 17, 2024: Vanda Pharmaceuticals announced that it rejected the unsolicited takeover proposals from Future Pak. The Vanda Board carefully reviewed the conditional proposals and unanimously concluded that they are not in the best interests of the company and its shareholders, as they significantly undervalue the company.

April 19, 2024: Butler Hall Capital issued an open letter to Vanda’s board asking them to immediately form an independent special committee to engage with Future Pak and run a full sales process to achieve the highest value for shareholders, and to discuss the takeover deal for the company further.

May 7, 2024: Future Pak increased its offer for Vanda Pharmaceuticals (VNDA) to include Contingent Value Rights (CVRs) in addition to the cash consideration of $7.25 to $7.75 per share, representing a potential increase of approximately $4.37 per share. The increased offer includes up to $260 million of potential CVR payments.

May 24, 2024: Vanda Pharmaceuticals (VNDA) announced that the Board carefully reviewed the revised unsolicited proposal from Future Pak to acquire the company for $7.25 to $7.75 per share in cash plus certain Contingent Value Rights and unanimously concluded that the proposal substantially undervalues the company, creates significant risk and uncertainty and is not in the best interests of the company and its shareholders. Accordingly, the Board has rejected the proposal.

June 6, 2024: Cycle Pharmaceuticals announced it made a proposal to the Board of Directors of Vanda Pharmaceuticals (VNDA) on May 24, 2024, to acquire 100% of Vanda’s issued and outstanding shares for a cash consideration of $8.00 per Vanda share, representing a total cash consideration of $466 million.

June 13, 2024: Future Pak announced that it submitted a final attempt to engage with Vanda Pharmaceuticals (VNDA) in a good faith effort to acquire all outstanding shares of Vanda. In this final proposal, Future Pak has increased the cash portion of its offer by $0.75 – $1.25 to $8.50 – $9.00 per share alongside previously proposed CVRs representing approximately $4.27 per share, for a total consideration of $12.77 – $13.27 per share. Future Pak requires constructive engagement from Vanda no later than June 26, 2024, or it will withdraw its offer.

June 19, 2024: Vanda Pharmaceuticals (VNDA) announced that the Board determined that the unsolicited proposal from Cycle Group Holdings to acquire Vanda for $8.00 per share in cash and the revised unsolicited proposal from Future Pak to acquire Vanda for $8.50-$9.00 per share in cash plus certain Contingent Value Rights both substantially undervalue Vanda and are not in the best interests of the company and its shareholders. Accordingly, the Board has rejected the proposals.

June 26, 2024: Future Pak announced that it is withdrawing its offer to acquire Vanda (VNDA), effective immediately, and will focus on other strategic objectives. This action comes after receipt of Vanda’s rejection of Future Pak’s final proposal.

October 14, 2024: Cycle Pharmaceuticals reaffirmed its proposal to acquire all of the issued and outstanding shares of Vanda Pharmaceuticals (VNDA) for an all-cash consideration of $8.00 per Vanda share.

Vanda Pharmaceuticals announced that Cycle’s second proposal was received by Vanda on September 23, 2024. The terms of the proposal are economically identical to the previously evaluated and rejected indication of interest received from Cycle Group on May 24, 2024. Vanda’s Board reviewed the second proposal and unanimously determined that it substantially undervalues Vanda and is not in the best interests of the Company and its stockholders. Accordingly, the Board has determined not to pursue the proposal.

Disclaimer: Our intent with this section of the website is to present potential deals that appear to be in the pipeline. These potential deals are ones where i) the company has indicated that it is "seeking strategic alternatives", ii) there has been an unsolicited bid for a company as mentioned in a press release by the company or iii) news about the deal has been published by a leading news organization like The Wall Street Journal, The New York Times, Bloomberg, Financial Times, The Washington Post, Reuters and The Associated Press. As best as possible we will try to avoid baseless rumors. There is a high probability that many of these potential deals may not materialize and if they do, the terms of the deal may be different from what was initially reported. Please do your own due diligence before buying or selling any securities mentioned on this website. We do not warrant the completeness or accuracy of the content or data provided.