Activist investor Bill Ackman’s Pershing Square Capital Management LP has put forth its slate of six board nominees for takeover target Allergan Inc. in its move to try to unseat a majority of the company’s directors.
Pershing Square, Allergan’s largest shareholder, is backing Laval, Que.-based Valeant Pharmaceuticals International Inc. in its $54-billion (U.S.) hostile takeover bid for Botox-maker Allergan.
Allergan has refused to enter discussions with Valeant, arguing that the company is a serial acquirer that slashes research and development costs of the firms it takes over.
Last month, Pershing Square and Allergan reached an agreement under which Pershing Square can enter a process to hold a special meeting of Allergan shareholders.
The slate proposed by Pershing Square includes former venture capital firm chief executive officer Betsy Atkins, venture capital adviser Cathleen Black, health care investment fund executive Fredric Eshelman, private equity firm executive Steven Hulman, corporate director David Wilson and the former executive chairman of an industrial and specialty chemicals distributor, John Zillmer.
Pershing Square also said on Monday that it is filing revised preliminary solicitation materials with the U.S. Securities and Exchange Commission.
“Each member of our slate of nominees is an independent, skilled leader with relevant domain, industry and/or executive management experience,” Mr. Ackman said in a news release.
“By supporting this slate, Allergan shareholders can ensure that the interests of shareholders will be well represented on the board of Allergan.”
Allergan was quick to fire back in a news release, charging that “today’s announcement is a further attempt by co-bidders Pershing Square and Valeant to acquire Allergan at a grossly inadequate price that substantially undervalues the company and creates significant risks and uncertainties for Allergan stockholders.
“Today’s announcement also fails to address the serious concerns raised by Allergan and important members of the investment community about Valeant’s anemic organic growth driven by unsustainable price increases, among other fundamental business model issues.”
California-based Allergan’s current board includes individuals “with significantly more industry experience than Pershing Square’s nominees” and the company has a plan to drive long-term organic growth, the company said.