Activist investor Bill Ackman is turning up the heat on Valeant Pharmaceuticals International Inc.'s takeover bid for Allergan Inc., telling reporters Thursday his group will give new information to securities regulators next week demonstrating Allergan has been manipulating Valeant's share price.
Speaking during a conference in Toronto, Mr. Ackman said Pershing Square Capital LP will amend its previously filed legal action against Allergan with more information showing officials at Allergan have publicly and privately made false comments to Valeant shareholders about Valeant's financial state to drive down the value of its shares.
He said his group knows of Valeant investors who sold their shares after private meetings with Allergan where they were told information about Valeant's alleged financial problems, which he alleges was false. He said their decision to dump their stock contributed to Valeant's share price decline.
He said Allergan has launched an illegal campaign to damage Valeant to fend off an unwanted takeover bid.
"They have consciously put out materially false and misleading information about Valeant's business and accounting. They called it a house of cards and said it will collapse in the third quarter and Bausch and Lomb sales are going to decline," he told reporters.
"We believe they knew those statements were false at the time they made them and we have found evidence to that effect, that this was a conscious takeover defense strategy to malign Valeant and their accounting and the stock price, and they didn't believe what they were saying when they made those statements."
Ackman said his lawyers have seen the information and are reviewing it now. He said the information will be given to Canadian and U.S. securities regulators as soon as possible, hopefully some time next week.
Allergan officials were not immediately available for comment.
Last month, Valeant chief executive officer Michael Pearson said in a letter to Allergan CEO David Pyott that it was making "baseless attacks" on his company.
Mr. Pyott and lead independent director Michael Gallagher replied that Allergan relied on its "knowledge of Valeant, its deep understanding of the pharmaceutical industry" and industry concerns regarding the "sustainability of Valeant's business model, its opaque financial disclosures and its ability to successfully manage and invest in market leading franchises of global scale."
Mr. Ackman also issued a threat Thursday to directors on the board of Allergan, saying their actions have been so unfair they are likely to never get selected to sit on any other public board again.
"These directors will not serve again on a U.S. public company board of directors," he warned. "The only hope of redemption for any of them is that they wise up very, very quickly. I don't see that happening based on how they've behaved to date. They've presided over a public company that has market manipulated Valeant's share price down and that was a conscious strategy of the management of the company. ... It happens to be illegal in both the United States and Canada and I hope they get held to account for that. "
Laval, Que.-based Valeant, backed by Mr. Ackman's Pershing Square Capital Management, launched a hostile $53-billion (U.S.) bid for Allergan in April.
Allergan has repeatedly questioned Valeant's business model, which it says is overly reliant on growth by acquisition.
Allergan is also seeking an injunction against Valeant and Pershing Square for alleged insider trading ahead of the takeover attempt.
Valeant said in July that it had contacted both Quebec's Autorité des marchés financiers and the U.S. Securities and Exchange Commission regarding Allergan's "apparent attempt to mislead investors and manipulate the market for Valeant's common shares by continuing to make false and misleading statements regarding Valeant's business despite Valeant's public statements correcting such information."
Among other allegations, Valeant said Allergan falsely stated in an SEC filing in July that Valeant's Bausch + Lomb pharmaceutical sales were stagnant or declining, when in fact they grew about 6 per cent in the second quarter.