GSK has chosen not to participate in the strategic alternatives review process for a number of reasons. The company feels that its participation is unnecessary since the offer is not conditioned on due diligence, and noted that the four weeks that have passed since the offer was made on April 11, plus the 20 business days the tender offer has to stay open following commencement, “provides a reasonable amount of time for HGS to complete its review of alternatives.” GSK noted in a press release that “it is important for HGS shareholders to understand that GSK is committed to proceeding with its offer,” and that “there is clear strategic and financial logic to this combination and HGS shareholders should have the opportunity to decide for themselves on the merits of the offer.”  

 

The company also noted that it believes it is “uniquely positioned to deliver on the promises of Benlysta, albiglutide and darapladib,” and that it would prefer to have the acquisition be a friendly and timely transaction.  

 

HGS responded by announcing that its board of directors, together with its financial and legal counsel, will carefully review the offer, adding that it plans to share its recommendation with shareholders within ten business days. The company added a note that “the proposed $13.00 per share offer price is identical to the price of the proposal received from GSK on April 11, 2012 that HGS determined does not reflect the value inherent in HGS.” HGS’ strategic alternatives review process is still ongoing, the company announced.