OSI Pharmaceuticals board under investigation over possible breach of fiduciary duty

8 March 2010

An investigation on behalf of current long-term shareholders in US drugmaker OSI Pharmaceuticals over potential breaches of fiduciary duty and other violations of state law in connection with an alleged unfair takeover proposed by Japan's Astellas (The Pharma Letter March 1) has been announced by the advocacy group the Shareholders Foundation.

The investigation by the law firm focuses on potential breaches of fiduciary duty and other violations of state law by the board of OSI arising out of its failure to negotiate with Astellas in good faith. After being rejected by OSI's board, the Japanese firm moved in with a hostile tender offer of $52 a share for the US firm, which it said was a 40% premium. Shares of OSI traded at $57.00 per share after the announcement and at $37.02 per share the day before the news.

$60 a fair price, claims major shareholder

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