GSK gives reticent HGS investors more time

published 30 July 2012

Pharmaceutical giant GlaxoSmithKline has given investors in takeover target Human Genome Sciences (HGS) more time to tender their shares.

GSK said that when its original offer expired at midnight on Friday it had collected 79% of the HGS shares.

An additional 4% of shares were tendered subject to guaranteed delivery procedures.

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The company is offering $14.25 a share in cash for HGS in a deal which values the US firm at $3.6bn.

"GSK will provide a subsequent offering period for four business days commencing immediately for all remaining shares of HGS common stock to permit HGS stockholders who have not yet tendered their shares the opportunity to do so," the firm said.

The same US$14.25 per share offered during the initial offering period will be paid to holders of HGS common stock who tender their shares during the subsequent offering period, it added.

Under the terms of the deal GSK has a top-up option to purchase the number of newly-issued shares of HGS common stock from the firm necessary for GSK to own at least 90% of the outstanding shares.

GSK would be entitled to exercise and plans to exercise the top-up option if, following expiration of the subsequent offering period, GSK owns more than approximately 83% but less than 90% of the issued and outstanding shares.

If the firm owns at least 90% of the outstanding shares of HGS common stock following the subsequent offering period and, if necessary, the exercise of the top-up option, GSK said it would push the deal through with a short-form merger.