WASHINGTON A unit of Botox maker Allergan Plc will pay a $15 million penalty and admit to wrongdoing,
after U.S. regulators on Tuesday accused the unit of failing to
disclose 2014 merger talks with Actavis, the U.S. Securities and
Exchange Commission said.
In a statement on Tuesday, the SEC said that the disclosure
failures occurred in the months after the company received a
tender offer from Valeant Pharmaceuticals International and co-bidder Pershing Square Capital Management, the hedge fund
run by Bill Ackman.
Allergan resisted a seven month-long hostile pursuit by
Ackman and Valeant, and in November 2014 announced it had
accepted a $66 billion takeover bid from Actavis.
According to the SEC, Allergan previously told investors
that Valeant’s bid was inadequate and that it was not in merger
In fact, the SEC said Allergan did have merger talks with an
unnamed North Carolina company that it never disclosed. After
those failed, the SEC said, Allergan did not provide timely
disclosures about its talks with Actavis.
In a statement, Allergan Plc spokesman Mark Marmur said the
company’s wholly owned subsidiary, Allergan Inc, agreed as part
of the settlement not to engage in future violations and that
the SEC had not accused the subsidiary of any intentional
He added that the SEC had not charged the parent company and
that the filings at issue pre-dated Allergan’s acquisition by
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