BMY making tender offer for ImClone

Bristol-Myers (NYSE:BMY) announced after market close that it intends to commence a tender offer to acquire the 83.4% of ImClone (NSDAQ:IMCL) it does not already own for $62 per share in cash, or about $4.7 billion. The price is a 4% premium to ImClone's close of $59.40 on Monday and a 34% premium to its close of $46.44 on July 30, the day before Bristol-Myers announced its initial offer. That offer of $60 per share, which was made directly to ImClone's board and not to the shareholders, was rejected by the board, which said another company had bid $70 per share (See BioCentury Extra, Wednesday, Sep. 10, 2008).

In a letter to ImClone's board, Bristol-Myers said it chose to initiate a tender in order to give shareholders a "direct voice in these types of sales transactions" following a lack of "meaningful dialogue" with the biotech. Bristol-Myers also will seek to replace all existing members of ImClone's board to ensure that it "does not prevent the ImClone stockholders from having a direct voice in the process by refusing to satisfy the conditions to our offer." ...