Valeant also communicated to ISTA that Valeant believed that it could achieve a price of up to $8.50 per share, assuming that ISTA provides it selected confirmatory due diligence related to the company that is consistent with what Valeant expects to see. Valeant reaffirmed that its proposal would only remain open until January 31, 2012. A copy of a letter from Valeant to the Board of Directors of ISTA is attached to this press release.
Since December 16, 2011, the date on which Valeant publicly announced its proposal to acquire ISTA at $6.50 per share in cash, ISTA's stock has traded in a range significantly higher than in the months prior to that announcement. The proposed price of $7.50 per share represents a premium of approximately 94% over ISTA's 60-day volume weighted trading average of $3.87 on December 15, 2011, the last trading day before Valeant's public announcement of its offer. An $8.50 per share price would constitute a premium of approximately 120%.
After repeated attempts to enter into acquisition negotiations, in December 2011 Valeant announced that it had made a proposal to the Board of Directors of ISTA to acquire the company for $6.50 per share in cash. At that time, Valeant made clear that its proposal would remain in effect only until January 31, 2012. Valeant again reiterated its January 31 deadline.
Valeant expressed its disappointment that the Board of Directors and management of ISTA have not been willing to meaningfully engage with Valeant on a timely basis to obtain the benefits of its proposal. "We do not understand why ISTA would not have already pursued discussions with us and provided due diligence access," stated Mr. Pearson. "Our proposal represents an attractive premium to ISTA's trading performance, and we believe it offers a compelling opportunity for shareholders in light of ISTA's ongoing operational challenges."
Valeant calls on the Board of Directors of ISTA to engage in discussion with Valeant and to provide it with access to selected due diligence in order to enter into a transaction no later than January 31, 2012.