Elan Shareholder Vote Nixes Royalty Pharma Deal

Royalty Pharma's most recent hostile bid to acquire Elan (UNKNOWN: ELN.DL2  ) for $13 in cash per share plus as much as $2.50 per share in contingent value rights (CVRs) has lapsed in accordance with stipulations associated with Royalty Pharma's latest offer dated June 7, Elan announced today.

The terms of Royalty's unsolicited offer to acquire 100% of Elan's outstanding shares included shareholders voting down each of four resolutions brought forth at today's Extraordinary General Meeting (EGM) held in Dublin, Ireland. Though Elan shareholders did reject three of the four resolutions, they voted to approve a proposed share repurchase program, thereby negating Royalty Pharma's bid.

However, Royalty Pharma has initiated judicial review proceedings with the Irish High Court in an attempt to reverse an earlier decision by the Irish Takeover Panel. In its previous ruling, the Irish Takeover Panel decided to retain the stipulation requiring approval of all four shareholder resolutions at the recent EGM to avoid Royalty's bid for Elan from lapsing -- a stipulation Royalty Pharma hopes to have overturned. Royalty Pharma is scheduled to meet with the Irish High Court on Wednesday, June 19.

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