CPEX bidder remains steadfast


Richard Rofe says he still wants to buy CPEX Pharmaceuticals, even though he has sold off some of his shares and has withdrawn proposals to both pack the board and change its bylaws to permit a takeover.“Nothing has changed,” Rofe told NHBR Monday. “We are just repositioning ourselves so that we are more focused.”Rofe, managing director of Arcadia Capital Advisors -- CPEX’s largest outside shareholder -- still wants to be a member of the board, where he “intends to seek improvements in the company’s corporate governance and business strategy for the benefit of all stockholders,” according to a filing with the U.S. Securities and Exchange Commission.Rofe has said he plans to issue a tender offer of $14 a share for the Exeter-based developer of alternative drug delivery systems. He has been critical of the company for its focus on the development of Nasulin, a nasal insulin spray, as well as what he sees as excessive compensation for the company’s top executives. Rofe reported to the SEC that his “intentions remain consistent,” but he told NHBR the he has been thwarted by the company’s poison pill policies that prevent hostile takeovers.Rofe reduced his holdings in the last two weeks from over 12 percent, to just under 10 percent by selling off 55,000 shares at $16 a share. But he maintained that “this is not over yet,” adding that it is “insane” that the board will not consider an offer from its largest shareholder.CPEX, in a press release following Rofe’s latest move, said it requested additional information on Feb. 2 on “whether Rofe intends to make an offer and, if so, how he intends to finance the offer. To date, neither Rofe nor Arcadia has clarified whether or not either is financially capable or intends to commence the tender offer.”Rofe said that he has the “wherewithal” to acquire the company, and the offer would not be contingent on financing. – BOB SANDERS/NEW HAMPSHIRE BUSINESS REVIEW
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