Through an unsolicited letter to Biosite, Inverness Medical Innovations has topped Beckman Coulter’s tender offer for the company by $5 per share. While Beckman Coulter proposed to acquire all of Biosite's outstanding common stock for $85 per share, or a total of $1.55 billion, Inverness Medical has bid $90 per share except the 4.9% it already owns.
Biosite’s shares jumped almost 9.5% to open trading at $92.3, higher than either bid. Inverness’ value, on the other hand, dropped by 4% to open at $42.98. Beckman Coulter also slipped 3% in early morning trading.
Biosite says its board of directors is evaluating Inverness Medical’s letter. Unless Beckman Coulter’s tender offer is extended, the proposal and any withdrawal rights to which Biosite's stockholders may be entitled will expire at 12am, EST, on April 27, 2007.
Inverness Medical’s letter further indicates that the company and its proposed financing sources would require additional due diligence of a confirmatory nature, which could be completed during a period of two full days, according to Biosite. Inverness Medical will then be prepared to deliver a draft cash merger agreement that will contain substantially similar business terms to the existing agreement between Biosite and Beckman Coulter.
"Beckman Coulter is proceeding, as planned, with a fully financed, cash offer for Biosite that is clearly superior to the unsolicited, highly speculative, and conditional letter that Biosite has received from Inverness Medical Innovations,” asserts Scott Garrett, president and CEO. “The certainty and near-term completion date that characterize Beckman Coulter's offer stand in stark contrast to the highly conditional Inverness letter that has proposed additional due diligence, negotiation of a merger agreement, a shareholder vote, and contingent financing. These steps would take months to complete, if, in fact, Inverness is able to finance an acquisition, which the highly conditional nature of its claimed "commitments" leaves very much in question. We are confident that Biosite stockholders will be easily able to distinguish Beckman Coulter's very compelling tender offer with all required regulatory filings complete, from a letter that is noteworthy for the many questions that it raises about the financing and timing of a yet to be defined offer.”