Going Up for All the Wrong Reasons

Since the company's announcement in January that it would undergo a strategic review, Elan's (NYSE: ELN  ) shareholders have known that something was in the works. But now that The Wall Street Journal has ascribed a name to the potential minority investor -- Bristol-Myers Squibb (NYSE: BMY  ) -- the company is suddenly worth 12% more?

Call me a value investor, but I don't think so.

There could be a bidding war going on between Bristol-Myers and another company, but without any numbers attributed to the deal, I don't see how investors can feel confident that the deal will be a good one -- or even that it will go through in the first place.

Bristol-Myers may set up the deal so that it can eventually buy Elan outright. Hopefully the company learned from its investment in ImClone Systems and will establish a purchase price before the initial investment to avoid having an Eli Lilly (NYSE: LLY  ) swoop in and outbid it.

The try-it-before-you-buy-it partnership, which would likely come with board representation, is perfect for whatever company ends up buying Elan, since it would allow the acquirer to get a feel for Elan's partnerships with Biogen Idec (Nasdaq: BIIB  ) and Wyeth (NYSE: WYE  ) -- soon to be Pfizer (NYSE: PFE  ) . The partnership with Biogen Idec to sell multiple sclerosis drug Tysabri allows for a potential buyout in the event of a change in ownership, so a lengthy courtship would allow the acquirer ample time to negotiate with Biogen Idec before an outright purchase.

Elan’s gains held strong even after Bloomberg reported today that UBS analysts wrote a research report stating that Bristol-Meyers had confirmed they were not in talks with Elan. After the increase today, Elan is priced about the same as it was when the strategic review was announced, so the increase may be more about investors' excitement that the process is coming to a close than buying on the hopes of an acquisition.

Even after today’s surge in price, current investors may not be getting a good deal. Any acquisition would improve Elan’s chances for short-term financing, but could underestimate growth potential that exists if Elan can accelerate growth in sales of Tysabri and show that its Alzheimer's drug candidate, bapineuzumab, works.

I'm just not sure a minority ownership by a big pharma is going to help it reach those goals.       

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