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With No New Suitors, PPD Merger To Proceed

By Jenny Callison, posted Nov 2, 2011
PPD, Inc., headquarters

In announcing the end of its “go shop” period Wednesday, PPD, Inc., made it official: it will proceed with a merger agreement with investment firms The Carlyle Group and Hellman & Friedman.

The acquisition plan announced in early October allowed PPD 30 days in which to seek more favorable offers. Despite an expression of interest from InVentiv Health Inc., however, PPD did not receive any alternative acquisition proposals to the investment firms’ offer of $33.25 in cash for each share of common stock.

PPD has scheduled a special meeting of its shareholders for November 29 to consider approval of the merger agreement, and is recommending that its shareholders agree to the deal. The company has also been granted early termination of the 30-day waiting period mandated for all proposed mergers by the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
In a separate release today, PPD declared a cash dividend of $0.15 per share for the fourth quarter of 2011. That is the same amount as for all previous quarters this year.

The record date for the fourth quarter dividend will be 5 p.m. (ET) December 14, and the payment date will be December 28. Payment of the fourth quarter dividend is contingent on the closing of PPD’s anticipated merger with Carlyle and H&F after December 14.

Total payment of $0.60 per share for 2011 represents a decline from 2010, when PPD paid a total of $0.84 per share in dividends. In 2009, the company’s dividend payments totaled $0.54; the previous year they totaled $0.40.

In its release announcing the dividend, PPD stated that its annual cash dividend policy and the payment of future quarterly cash dividends under that policy will be subject to determination by the board of directors that such a policy remains in the best interests of the company’s shareholders, and in compliance with applicable laws and agreements.

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