UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2016
MEDIVATION, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-32836 | 13-3863260 | ||
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification No.) |
525 Market Street, 36th Floor
San Francisco, California 94105
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: (415) 543-3470
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 | Other Events. |
On April 28, 2016, Medivation, Inc. (the Company) issued a press release confirming its receipt from Sanofi of an unsolicited, non-binding proposal to acquire all of the Companys outstanding stock. A copy of the press release is attached hereto as Exhibit 99.1 and is also incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
99.1 | Press release dated April 28, 2016, entitled Medivation Confirms Receipt of Unsolicited Proposal From Sanofi. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MEDIVATION, INC. | ||||||
Dated: April 28, 2016 | By: | /s/ Andrew Powell | ||||
Andrew Powell | ||||||
General Counsel |
EXHIBIT INDEX
99.1 | Press release dated April 28, 2016, entitled Medivation Confirms Receipt of Unsolicited Proposal From Sanofi. |
Exhibit 99.1
MEDIVATION CONFIRMS RECEIPT OF UNSOLICITED PROPOSAL FROM SANOFI
SAN FRANCISCO, CA April 28, 2016 Medivation, Inc. (NASDAQ: MDVN) (Medivation or the Company) confirmed today that it has received an unsolicited, non-binding proposal from Sanofi to acquire all outstanding shares of Medivation common stock for $52.50 in cash.
On April 15, 2016, Medivations Board of Directors received a private letter from Sanofi making an indicative, non-binding proposal to acquire the Company under the same economic terms, subject to completion of due diligence and other conditions. The Company promptly acknowledged receipt of the letter and committed to respond. Consistent with its fiduciary duties, the Board, with the assistance of its independent financial and legal advisors, immediately began the process of evaluating this proposal. As todays public disclosure of this proposal does not differ materially from the private correspondence received less than two weeks ago, the Board expects to complete its review of the proposal at a scheduled meeting today and will provide an update promptly thereafter.
There are no assurances that a transaction will be reached or on what terms. Medivation stockholders are advised to take no action at this time.
Evercore and J.P. Morgan are serving as financial advisors to Medivation, and Cooley LLP is acting as legal counsel.
About Medivation, Inc.
Medivation, Inc. is a biopharmaceutical company focused on the development and commercialization of medically innovative therapies to treat serious diseases for which there are limited treatment options. Medivation aims to transform the treatment of these diseases and offer hope to critically ill patients and their families. For more information, please visit us at http://www.medivation.com
Contacts:
Investors
Medivation, Inc.
Anne Bowdidge (anne.bowdidge@medivation.com; 650.218.6900)
Media
Sard Verbinnen & Co.
Ron Low (rlow@sardverb.com; 415.618.8750)
Meghan Gavigan (mgavigan@sardverb.com; 415.618.8750)
Michael Henson (mhenson@sardverb.com; +44 (0).20.3178.8914)
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