Board Determined Unsolicited Takeover
Proposals Significantly Undervalue the Company
No Shareholder Action Required at This
Time
WASHINGTON, April 17,
2024 /PRNewswire/ -- Vanda Pharmaceuticals Inc.
("Vanda" or the "Company") (Nasdaq: VNDA) today confirmed that,
since March 2024, it received several
unsolicited proposals from Future Pak, LLC ("Future Pak"), to
acquire all of the outstanding shares of Vanda (the "Conditional
Proposals"). The most recent proposal from April 1 offered $7.25 - $7.75 per
share, subject to certain terms and conditions.
The Vanda Board of Directors (the "Board"), in consultation with
its independent financial and legal advisors, consistent with its
fiduciary duties, carefully reviewed the Conditional Proposals and
unanimously concluded that they are not in the best interests of
the Company and its shareholders, as they significantly undervalue
the Company.
In reaching its conclusions about each of the Conditional
Proposals, the Board considered, among other things, Vanda's robust
clinical development pipeline, expanding commercial presence,
significant cash balance and long-term future growth prospects.
Vanda has established a resilient business with a diverse product
set, a history of top-line growth and durable cash flow.
The Board believes the Conditional Proposals are opportunistic
attempts to purchase the Company's shares at a discount to Vanda's
intrinsic value and would transfer significant value to Future Pak
at the expense of Vanda shareholders, including approximately
$6.751 per share in cash
and marketable securities. Future Pak's latest unsolicited proposal
provides a mere 7 – 15% premium to such cash balance, ascribing
therefore very little value to the Company's significant revenue
stream and pipeline.
There is no action for shareholders to take at this time.
About Vanda Pharmaceuticals Inc.
Vanda is a leading global biopharmaceutical company focused on
the development and commercialization of innovative therapies to
address high unmet medical needs and improve the lives of patients.
For more on Vanda Pharmaceuticals Inc., please visit
www.vandapharma.com and follow us on X @vandapharma.
Vanda Corporate Contact:
Kevin Moran
Senior Vice President, Chief Financial Officer and Treasurer
Vanda Pharmaceuticals Inc.
202-734-3400
pr@vandapharma.com
Jim Golden / Jack Kelleher / Dan
Moore
Collected Strategies
VANDA-CS@collectedstrategies.com
1 The approximately $6.75 per share in cash and marketable securities
is calculated as the December 31,
2023 cash, cash equivalents and marketable securities
divided by the number of shares outstanding as of February 1, 2024.
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SOURCE Vanda Pharmaceuticals Inc.