Cypress Bioscience, After Months of Give and Take, Agrees to a $255M Buyout

Xconomy San Diego — 

After months of rejected offers and dueling media statements, Cypress Bioscience (NASDAQ: CYPB) says today it has agreed to a buyout-and-merger deal that will combine the San Diego drug development company with Royalty Pharma, a New York firm that holds a revenue-generating portfolio of drug royalty interests.

Ramius V&O Acquisition, an affiliate of the $7.8 billion Ramius hedge fund group, upped its offer to acquire all outstanding shares of Cypress that it does not already own for $6.50 a share—or about $255 million on a fully diluted basis. The sweetened price represented an 8.3 percent increase over its previous offer, and was unanimously approved by the Cypress board, according to a statement.

The offer that Cypress finally accepted was about 63 percent higher than the original unsolicited buyout proposal at $4 a share that Ramius made in mid-July, and about 160 percent higher than the Cypress’ share price on July 16, the last trading day before the Ramius offer was publicly disclosed.

“Royalty Pharma has proven to be an extremely valuable partner in our acquisition of Cypress,” Ramius Partner and Managing Director Jeffrey Smith says in the statement. “Their expertise in investing in and acquiring royalty interests has allowed us to structure a unique and efficient transaction that we believe clearly maximizes value for all stockholders.”

“We are excited to add the Savella royalty to our diversified portfolio of leading biopharmaceutical royalties and look forward to working with … Next Page »

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