Pharmos shareholders have just received two proxies, one from the company management, and the other from Lloyd L. Miller III and his group. The issue is the acquisition of a US company named Vela Pharmaceuticals Inc. In an unusual but perfectly acceptable and legitimate move, management has asked shareholders to vote in favor of acquiring Vela at the upcoming general meeting. “The sole purpose of this initiative has been to enhance the value of our company to you, our shareholders,” said the company in the opening sentence of its letter to shareholders. It then detailed at length the advantages of acquiring Vela, and explained the reasons for the move.
In its letter, management then addressed Lloyd L. Miller III:
Over the past few years, Mr. Miller has launched proxy fights in a number of companies to oppose decisions of their boards of directors and exhibits the pattern of a serial corporate dissident concerned only about his personal investment strategies... Mr. Miller will attempt to persuade you that the Vela acquisition is against your interests as shareholders. However, Mr. Miller doesn't appear to be giving any consideration to the potential benefits of the Vela acquisition -- and Mr. Miller has offered no credible alternative to advance our clinical programs and strengthen our portfolio of drug assets.
The letter is signed by Pharmos chairman and CEO, Professor Haim Aviv, and its relatively new president and COO Alan L. Rubino.
Lloyd Miller has urged Pharmos shareholders not to approve the acquisition. He has advised them of his intention to block the share issue that would have to be made in order to acquire Vela, and said he would try to enlist the support of other shareholders for his move.
If Llyod is in with us, Im feeling a whole lot better...
I was looking to get in if we ever got under $4. I bought the same day that the announcement was made to drop us under $4 (bought at 2:30, announcement at 4:30), then had another deal that I couldnt pass up... Still looking to add 25% as soon as I get some liquid funds...