Biogen Prepared for Proxy Battle for Facet Biotech

12/15/09

Cambridge, MA-based Biogen Idec told investors today that it’s willing to wage a proxy battle to take control of the board of Facet Biotech, which it has been trying to acquire without success since September.

Biogen (NASDAQ:BIIB) said that it would run a proxy contest to take a majority of seats on the board of Redwood City, CA-based Facet (NASDAQ:FACT) under two conditions: it can acquire a majority of shares in the company through its tender offer of $17.50 per share of Facet stock before the offer expires at midnight, December 16; and Facet’s board of directors continues to reject its buyout offer. Biogen, which has significant operations in San Diego, is also telling Facet shareholders that it will withdraw its offer to buy their stock for $17.50 per share after the deadline for its tender offer expires at midnight, December 16, which is tomorrow.

Facet’s common stock price was $16.75 per share at the close of trading this afternoon.

Biogen’s current bid for Facet shares values the company at $438.7 million, a jump in price from about $355 million it offered to acquire the smaller firm in early September. But Facet’s board has advised its shareholders to reject all the buyout offers that Biogen has put on the table. Biogen and Facet have been partners in the development of an antibody drug for multiple sclerosis called daclizumab, which is in mid-stage clinical development.

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