Omnicare extends PharMerica buy offer

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Pharmacy giant Omnicare announced that it was extending to Jan. 20 its offer to purchase all outstanding shares of rival PharMerica for $15 per share. The original offer had been scheduled to expire in early December.

Support for the deal appeared to be waning. In October, 47% of PharMerica shares were tendered in support of Omnicare's offer. But by mid-December, the number of shares tendered had dropped to 2.6 million from 13.8 million.

Omnicare is based in Covington, KY, although it announced in September that it is moving to Cincinnati. The institutional pharmacy provider offered to buy shares of Louisville, KY-based PharMerica shares for $15 each.

Omnicare made the tender offer in September after going public with its $457 million hostile takeover bid in August.

The $15 per-share price represents a 37% premium to PharMerica's closing price the day before Omnicare went public with its offer.

PharMerica runs institutional pharmacies in 44 states. Customers include nursing facilities, hospitals and other long-term care operators. The standalone company was formed by the July 2007 spin-off and combination of the institutional pharmacy businesses of AmerisourceBergen Corp. and Kindred Healthcare Inc.

PharMerica CEO Gregory S. Weishar said in a statement that the decline in shareholder support bolsters the view that $15 per share is inadequate.

“Omnicare's offer does not compensate PharMerica stockholders for the significant synergy value of a combination, as well as the upside inherent in our strategic plan, including the benefits expected from generic brand conversions beginning in 2012,” he said.

The Federal Trade Commission is evaluating the proposed deal, with an eye toward anti-trust compliance. Omnicare is far and away already the largest institutional pharmacy provider in long-term care, while PharMerica is second.

Omnicare stated that it would not attempt to consummate the deal before Jan. 19, unless the FTC had wrapped up its investigation.