Infinity Pharmaceuticals announced today that it has decided to terminate its merger agreement with MEI Pharma due to MEI’s inability to secure stockholder approval for the deal.
Despite the support of the MEI board, the company was unable to obtain the necessary stockholder approval at a special meeting held on Sunday. Additionally, MEI failed to secure approval for an adjournment of the meeting.
During the efforts to obtain approval for the merger, MEI faced challenges from activist stockholders who made an unsolicited public proposal to acquire MEI at a significantly lower price than its cash on hand. This led to a public campaign to buy MEI at a discount.
To ensure the preservation of value for stockholders, Infinity’s board and management team have decided to implement a range of cost-saving measures.
As a result of MEI’s failure to obtain stockholder approval, Infinity provided a conditional notice of termination to MEI. Consequently, Infinity may be eligible to receive reimbursement of certain expenses and fees totaling $1 million from MEI.
Furthermore, there is a possibility for Infinity to receive an additional termination fee of $4 million from MEI under specific circumstances outlined in the joint proxy statement/prospectus related to the merger.