Genesis Health Ventures Inc., the parent of Baltimore-based NeighborCare, said yesterday that it was considering its options after the Delaware Supreme Court blocked a deal that would have doubled the size of NeighborCare's division that fills prescriptions for nursing home patients.
Genesis, with headquarters in Kennett Square, Pa., was seeking to buy Ohio-based NCS Health Care Inc. and merge it into NeighborCare, in a deal that would have created the nation's second-largest institutional pharmacy. The Genesis deal was valued at $1.60 per share for NCS stockholders.
But rival Omnicare Inc., already the largest institutional pharmacy, jumped in with a bid worth $3.50 a share. Genesis said it had a binding deal with NCS, and Omnicare filed a court challenge. The Delaware Chancery Court ruled for Genesis, but the Delaware Supreme Court ordered the deal blocked late Tuesday and sent it back to Chancery Court.
The chance of Kentucky-based Omnicare buying NCS "has improved drastically," Steven Halper, an analyst for Thomas Weisel Partners LLC in New York, wrote yesterday in a research note.
Raymond Falci, an analyst for Bear, Stearns & Co. in New York, wrote, "We clearly expect Genesis to consider raising its bid, and in turn [Omnicare] to possibly do the same. However, Falci wrote, a higher bid by Omnicare could mean the deal would reduce the company's per-share earnings.
Lisa Salamon, a Genesis spokeswoman, said yesterday her company was still reviewing the implications of the court ruling. NCS shareholders had been scheduled to vote on the Genesis deal today. NCS announced late yesterday it was postponing its meeting and would seek to appeal the court order blocking the deal.
NCS shares gained 97 cents, or 44.7 percent, to $3.14 in trading, indicating that investors thought there was a good chance the deal would close at the Omnicare price or higher. Omnicare shares were up $1.70 to $24.22. Genesis shares shed 64 cents, to $16.48.