Medicis, Inamed terminate merger deal; Inamed pays $90 million fee, clearing way for Allergan offer

By E. Janene Geiss

Philadelphia, Dec. 13 - Medicis Pharmaceutical Corp. said Tuesday that it has agreed to terminate its merger agreement with Inamed Corp. and has received a $90 million termination fee from Inamed.

"After careful evaluation by the board of directors with consultation from outside counsel and financial advisors, we have concluded that it is in the best interests of Medicis shareholders not to raise our offer for Inamed," Jonah Shacknai, chairman and chief executive officer of Medicis, said in a company news release.

In November, Allergan, maker of the wrinkle cream Botox, offered to buy Inamed for for $84 per share in cash or 0.8498 of a share in common Allergan stock, which values Inamed at about $3.2 billion, a premium of about $450 million over the Medicis' offer based on a Medicis' closing price of $29.67.

In total, Allergan has offered to pay $1.45 billion in cash and 17.9 million in shares. Choices made by Inamed stockholders would be subject to proration to meet those limits.

Inamed officials said in a news release Tuesday that they would update investors on the Allergan offer at the annual stockholders' meeting scheduled Dec. 19.

The Medicis/Inamed merger agreement was signed in March 2005.

Inamed said it paid the termination fee in full on Tuesday along with an additional $481,985 to reimburse expenses.

Medicis is a Scottsdale, Ariz., pharmaceutical company specializing in dermatology products and is the maker of the wrinkle cream Restylane.

Irvine, Calif.-based Allergen is a drug development company and maker of the wrinkle treatment Botox.

Inamed, based in Santa Barbara, Calif., is a breast-implant maker and seeking approval from the U.S. Food and Drug Administration to lift the ban on silicone breast implants.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.