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Forest shareholders bet on Actavis; Furiex buy wraps up

By Michael Fitzhugh, Staff Writer<?xml:namespace prefix = o />

Forest Laboratories Inc. buyer, Actavis plc, reported that the majority of Forest shareholders have elected to take a combination of $25.67 in cash plus a third of an Actavis ordinary share for each share of Forest they held prior to the merger, first announced in February.

Dublin-based Actavis is acquiring Forest Labs, of New York, for a combination of cash and equity it initially valued at approximately $25 billion or $89.48 per Forest share. Forest shareholders had until June 27 to decide how to reap their take from the transaction base of three options provided by the merger agreement.

Announcing the final elections, Actavis said it will pay the nearly 73 percent of Forest shareholders that elected to receive stock election consideration about $5.1 billion in total, and 65.7 million shares of Actavis. Holders of about 14 percent of Forest's outstanding shares and the 13 percent that failed to elect an option will take the standard election consideration instead, with fractions of an Actavis ordinary share being cashed out at $219 per Actavis ordinary share. Meanwhile, just .44 percent of Forest shareholders elected to receive the cash election consideration, which entitles each holder to $86.81 in cash per share.

In addition to wrapping up compensation for Forest shareholders, Actavis said that Forest successfully completed its acquisition of Furiex Pharmaceuticals Inc. in an all-cash transaction valued at approximately $1.1 billion, and up to approximately $360 million in a contingent value right that may be payable following the approval of eluxadoline, Furiex's lead product, a locally acting mu opioid receptor agonist and delta opioid receptor antagonist for treating symptoms of diarrhea-predominant irritable bowel syndrome.

Actavis said that it also closed its sale of Furiex's royalties on alogliptin and Priligy (dapoxetine) to Royalty Pharma for about $415 million.


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