Months after agreeing to be acquired by Varian Medical Systems Inc., Australia's Sirtex Medical Ltd is now recommending an A$33.60-per-share takeover bid by CDH Investments to its shareholders.
CDH is joined by China Grand Pharmaceutical and Healthcare Holdings Ltd. on the offer to acquire all of Sirtex's shares. CDH and CGP's offer implies an A$1.9 billion market capitalization for Sirtex.
Sirtex said its board believes the offer is superior to Varian's A$28-per-share bid and is in the best interest of shareholders. Palo Alto, Calif.-based Varian had the option to match the offer by CDH but opted not to.
As a result, Sirtex is terminating its deal with Varian and will be paying about A$16 million to the latter as a result of backing away from the agreement.
CDH and CGP will be acquiring all of Sirtex's shares through a scheme of arrangement. Upon implementation, Sirtex shareholders will be entitled to A$33.60 in cash per share.
Eligible shareholders will also receive a dividend of up to 30 Australian cents per share prior to the completion of the scheme. The dividend will be deducted to the A$33.60-per-share cash consideration that the shareholders will receive.
The scheme is subject to certain conditions, including antitrust clearance.
Varian said separately June 14 that it would not lodge a counter proposal for Sirtex, which will pay a A$16 million reimbursement fee to the California company.