where to from here ?, page-4

Another report.The Record Date has been set,April 8.

"Cephalon Rejects Valeant?s $5.7 Billion Offer as Too Low
By Meg Tirrell - Apr 5, 2011 Cephalon Inc. (CEPH) rejected Valeant Pharmaceuticals International Inc. (VRX)?s unsolicited $5.7 billion bid, saying the offer is ?opportunistic? and undervalues the company?s marketed and experimental medicines.

?This is all about shareholder value,? Cephalon Chief Executive Officer J. Kevin Buchi said in a statement today. ?We take this responsibility very seriously.?

Valeant made its $73-a-share cash offer public March 29 after its private approaches were rejected, the Mississauga, Ontario-based company said in a statement. The bid for Frazer, Pennsylvania-based Cephalon represented a 24 percent premium to its closing price of $58.75 before the offer.

?The Cephalon board believes that your proposed price significantly undervalues Cephalon, its key assets and its prospects,? Buchi wrote in a letter to Valeant CEO J. Michael Pearson reprinted in today?s statement.

Cephalon reported 2010 revenue of $2.81 billion. The company sells the narcolepsy treatment Provigil, which last year generated sales of $1.12 billion, and the blood-cancer medicine Treanda, which had $393 million in revenue. The company is also in late-stage studies on medicines for lupus, blood cancer and pain, according to its website.

Valeant today named a slate of directors it is proposing to replace Cephalon?s board. Cephalon set a record date of April 8, by when shareholders must own stock to be able to vote on Valeant?s proposal, according to its statement.

Cephalon fell 37 cents to $77 at 6:36 p.m. New York time in extended Nasdaq Stock Market trading. The shares had lost 19 percent in the 12 months before the Canadian drugmaker made its bid. Valeant, whose shares more than doubled in that period, fell 2 cents to $53.94 after the New York Stock Exchange closed.

To contact the reporter on this story: Meg Tirrell in New York at [email protected].

To contact the editor responsible for this story: Reg Gale at [email protected].
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