Guidant
Acquisition TimeLine
| December
15, 2004 |
Guidant and Johnson & Johnson announce
agreement for Johnson & Johnson to acquire Guidant
for $76 per share |
| April
27, 2005 |
Guidant shareholders agree to
the acquisition |
| May 24,
2005 |
New
York Times article by Barry Meier reports that for
three years Guidant did not tell patients or doctors about
a flaw in one of its defibrillator models that is implicated
in at least one death |
May 25
-
October 27, 2005 |
Following the New York Times
article, Guidant sends an advisory to physicians regarding
the VENTAK 1861 PRIZM 2 DR Implantable Defibrillator. The
next five months see a number of press releases, physician
advisories, FDA actions, court cases, settlements and news
articles, almost 30 written by NYT's reporter Barry Meier. |
| November
2, 2005 |
The Federal Trade Commission clears Johnson & Johnson's
acquisition of Guidant, but Johnson & Johnson signals that
it may lower its offer to purchase Guidant in light of the
defibrillator problems. |
| November
7, 2005 |
Guidant initiates
a lawsuit to force Johnson & Johnson to complete
its acquisition according to the December 2005 agreement. |
| November
15, 2005 |
Johnson & Johnson and
Guidant announce a revised
agreement, lowering the acquisition price by 17% to $63.08
per share |
| December
5, 2005 |
In a surprise
announcement, Boston Scientific offers $72 per share
to acquire Guidant and says it will sell off Guidant's
vascular intervention and endovascular businesses to Abbott
to ease any anti-trust review; Guidant agrees to consider
offer and allows Boston Scientific to perform "due
diligence". |
| January
8, 2006 |
On a Sunday, Boston Scientific submits
a formal offer to acquire Guidant for $72 per share,
setting in motion a week of offers and counter-offers.
Johnson & Johnson fires
back reaffirming their commitment to acquire Guidant. |
| January
10, 2006 |
Guidant's Board of Directors
meets in the afternoon/evening to discuss the new offer from
Boston Scientific |
| January
11, 2006 |
Reports abound during the
day, and in the evening hours, Johnson & Johnson and
Guidant announce a new
definitive acquisition agreement, raising the price to
$68.06 per share |
| January
12, 2006 |
Again, in the evening hours,
Boston Scientific makes
an improved offer of $73 per share and adds a 4:00pm
Friday 13 deadline for Guidant to declare its offer "superior". |
| January
13, 2006 |
A little before 1:00pm Eastern
time, Boston Scientific issues
a press release, extending the 4:00pm deadline for two
hours, until 6:00pm. Sources say Guidant is having logistical
problems getting the entire Board together for a 4:00pm meeting.
20 minutes later, Boston Scientific issues a new press release,
titled Kill
Kill Kill retracting the extension. Sources says Boston
Scientific realizes that Guidant is using the additional
time to meet with Johnson & Johnson about a new offer.
The 4:00pm deadlines passes with no comments from any of
the players. At 7:00pm Johnson & Johnson and Guidant
announce another new
definitive acquisition agreement, raising the price to
$71 per share |
| January
17, 2006 |
Boston Scientific makes
what may be "knock-out punch" bid and dramatically raises
its offer to $80 per share. The offer comes with a
5:00pm deadline. At 4:30pm, Guidant's Board announced that
Boston's bid is "superior", setting in motion
a five-day period in which Johnson & Johnson must respond,
or their acquisition agreement is cancelled. Johnson & Johnson
states that Boston Scientific's offer is "a
highly dilutive and leveraged transaction based on extremely
aggressive business projections" and says it will
consider its options.
|
| January
24, 2006 |
The midnight deadline
for Johnson & Johnson to make a counter-offer passed
with no word, giving Guidant's Board until the close of
business on Wednesday, January 25th, to either accept Boston
Scientific's bid or stay with the current J&J bid.
If the Board for some reason does not accept the much higher
Boston Scientific bid, the shareholders still have to vote
on January 31. If Guidant accepts the Boston bid, then
it has said it will cancel the shareholders' meeting next
week and reschedule it.
|
| January
25, 2006 |
Guidant and Boston Scientific
sign an acquisition agreement for $27 billion.
|
I
have put together this timeline from various news sources
and press releases. I invite readers to add information
to this document. Email
me with the info. |
|
