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Biotech / Medical : Ligand (LGND) Breakout! -- Ignore unavailable to you. Want to Upgrade?


To: Russian Bear who wrote (21401)5/26/1998 11:59:00 AM
From: bluejeans  Read Replies (1) | Respond to of 32384
 
RB,

Why would the takeover not be consummated? BU is on board, and Ligand has proxy statements of approval which account for a majority of SRGN voting shares.

Granted, Ligand has 89% of the votes for the merger. However,mergers can blow up for various reasons. I am pointing out that someone buying SRGN needs to consider the downside if the merger does not occur. This deal is conditioned upon representations by SRGN and no significant loss in value in the assets. If Ligand discovers a problem, they can walk.

Hope it works out for everyone.

Bob

Ligand's obligation to consummate the
merger is further conditioned on, among other things, the accuracy of the
Registrant's representations and warranties as of the date given, the
satisfaction by the Registrant of obligations to be satisfied by it by the
Merger Closing, the absence of any general adverse development in the
Registrant's business (other than an adverse development relating to the FDA's
review of DAB389IL-2) resulting in a diminution of the value of the Registrant
by $5,000,000 or more,........