Cypress Gains After Rejecting Raised Bid by Ramius

Cypress Bioscience Inc. gained as much as 21 percent in Nasdaq trading after Ramius LLC increased its offer to buy the company by 9 percent, to $6 a share, and eliminated a financing provision.

Cypress rejected the new cash offer and is considering a deal with a third party, Ramius said in a statement today. Cypress jumped 87 cents, or 18 percent, to $5.66 at 11:38 a.m. New York time in Nasdaq Stock Market composite trading after reaching as high as $5.80. The gain follows a 21 percent increase on Dec. 10, when Ramius made an offer of $5.50 a share.

Ramius’s latest bid values San Diego-based Cypress at about $232 million, based on 38.6 million shares outstanding as of Nov. 5, according to Bloomberg data. Ramius, a closely held investment adviser based in New York, already owns 9.9 percent of Cypress and began its move to acquire the company in July with a $4-a-share cash offer.

Ramius officials were “led to believe that the revised offer would likely be acceptable to the board,” the company said in the statement. Ramius “learned Monday night that the board had rejected its offer and that the company is pursuing an alternative transaction with a third party.”

Sharon Stern and Dara Silverstein, spokesmen for Cypress, didn’t immediately return phone calls for comment.

In addition to pain disorder treatment Savella, approved in the U.S. last year, Cypress has medicines in development for schizophrenia, nicotine addiction and autism, according to its website. It had cash and equivalents of $96.3 million on Sept. 30, according to a Nov. 9 statement.

Jefferies & Co. and Perella Weinberg Partners are Cypress’s financial advisers, while Cooley LLP, Sullivan & Cromwell LLP and Potter Anderson & Corroon LLP are its legal advisers.

To contact the reporter on this story: Tom Randall in New York at trandall6@bloomberg.net.

To contact the editor responsible for this story: Reg Gale at rgale5@bloomberg.net

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