Allos Therapeutics, Inc. Investor Investigation over 2nd. Merger Offer

April 18, 2012 - PRLog -- After Allos Therapeutics, Inc. announced that it agreed to a takeover of Allos Therapeutics, Inc. by Spectrum Pharmaceuticals for $1.82 per share plus an additional payment of $0.11 under certain conditions  an investigation for investors in NASDAQ-ALTH shares concerning whether the offer to acquire Allos Therapeutics, Inc. and the buyout process are unfair to investors in NASDAQ- ALTH shares.


If you are a current investor in Allos Therapeutics, Inc.  shares and purchased your NASDAQ-ALTH shares prior to April 5, 2012, you have certain options and you should contact the Shareholders Foundation at mail@shareholdersfoundation.com or call +1(858) 779 - 1554.

The investigations by law firms concern whether certain officers and directors of Allos Therapeutics, Inc. . breach their fiduciary duties owed to Allos Therapeutics, Inc.  investors in connection with the proposed acquisition.

On Apr. 5, 2012, Spectrum Pharmaceuticals  and Allos Therapeutics, Inc.  announced that they have signed an agreement under which Spectrum Pharmaceuticals will acquire all of the outstanding shares of Allos Therapeutics for $1.82 per share in cash plus one Contingent Value Right (CVR). This CVR entitles Allos stockholders to an additional payment of $0.11 per share in cash if certain European regulatory approval and commercialization milestones for FOLOTYN® are achieved. The upfront portion of the transaction is valued at up to $206 million on a fully-diluted basis, and $108 million net of Allos’ cash balance at the end of 2011.

Additionally, Warburg Pincus, Allos Therapeutics’ largest shareholder and the owner of approximately 24% of Allos Therapeutics’ outstanding shares, along with the directors and certain officers of Allos Therapeutics, have already entered into tender and voting agreements pursuant to which such stockholders have agreed to tender all of their Allos Therapeutics shares into the tender offer and vote their shares in favor of the transaction.
However, on July 19, 2011, Allos Therapeutics, Inc. agreed to being taken over by AMAG Pharmaceuticals  at a value of $2.44 per NASDAQ-ALTH shares based on AMAG Pharmaceuticals' closing price of $19.07 on July 19, 2011. Under the terms of that proposed transaction, stockholders of Allos Therapeutics, Inc. would have received a fixed ratio of 0.1282 shares of NASDAQ- AMAG common stock for each share of NASDAQ-ALTH common stock they own.  However, on October 21, 2011, Allos Therapeutics, Inc.  announced that the Agreement and Plan of Merger and Reorganization entered into by and among Allos Therapeutics, Inc, AMAG Pharmaceuticals, Inc and Alamo Acquisition Sub, Inc. on July 19, 2011, as amended on August 8, 2011, had been terminated and the deal fell apart.

Therefore the investigation for NASDAQ-ALTH investors concerns whether the Allos Therapeutics Board of Directors failed to undertake an adequate sales process,  adequately shop the company before entering into any transaction, specifically failed to negotiate the best price to maximize shareholder value, and failed to act in the shareholders' best interests in connection with the proposed sale.

ALTH stocks traded in April 2011 at $3.27 and in January 2011 at even over $4.00, thus well above the current offer. In addition, at least on analyst has set the high target price at $2.50 per share.

NASDAQ-ALTH shares closed on April 5, 2012 at 1.82 per share.

Those who are current investors in Allos Therapeutics, Inc.  and purchased their Allos Therapeutics, Inc.  shares prior to the announcement, have certain options and should contact the Shareholders Foundation at mail@shareholdersfoundation.com or call +1(858) 779 - 1554.

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The Shareholders Foundation, Inc. is a professional portfolio monitoring and settlement claim filing service, which does research related to shareholder issues and informs investors of securities class actions, settlements, judgments, and other legal related news to the stock/financial market. Shareholders Foundation, Inc. is in contact with a large number of shareholders and offers help, support, and assistance for every shareholder. The Shareholders Foundation, Inc. is not a law firm. The information is provided as a public service. It is not intended as legal advice and should not be relied upon.