On Tuesday, Elliott Management Corporation (“Elliott”) released a letter to the Board of Directors of athenahealth, Inc. regarding Elliott’s proposal to acquire athenahealth for $160 per share in cash that could worth about $7 billion dollars.
The letter outlined Elliott’s concerns with athenahealth’s refusal thus far to engage with any of the parties, including Elliott, that have expressed interest in acquiring athenahealth.
“Since that time, we have heard nothing from the Company beyond its cursory, boilerplate press release. We have received no direct communication despite our emails and messages to athenahealth offering to discuss next steps or to answer any questions regarding our proposal. None of the Company’s advisors has contacted us. We find this lack of communication concerning because, unfortunately, this is the same pattern of behavior we experienced when we tried to get the company to engage in November. athenahealth’s board refused to engage with us, despite our repeated offers to make ourselves available for discussion. Moreover, as far as we are aware, athenahealth did not even engage an investment bank to evaluate our interest, as no investment bank or other third-party advisor contacted us. In fact, the Company’s response to our overtures amounted to nothing more than a one-paragraph letter dismissing our interest. This letter was dashed off so quickly that athenahealth forgot to even sign it (a signed version was transmitted to us 45 minutes later). Though minor, we found this careless oversight illustrative of the broader lack of seriousness with which athenahealth has treated our efforts to engage,” said Jesse Cohn, Partner and Senior Portfolio Manager at Elliot in the letter.
The letter also reiterated Elliott’s view that immediate engagement with Elliott to explore a take-private transaction is the right course forward for all athenahealth stakeholders.
“It is our view that immediate engagement with Elliott to explore a take-private transaction is the right course forward for all athenahealth stakeholders. We are excited about this opportunity and have a full team ready to engage in confirmatory diligence with the objective of reaching a definitive deal,” said Cohn in the letter.
Elliott currently has a 9.2% stake in athenahealth.