A search of our database shows a significant history of SEC investigative activity for both Valeant Pharmaceuticals International, Inc.(VRX) and Allergan (AGN).  This includes a possible undisclosed SEC investigation of Allergan, as of 20-Mar-2014.  Since first unveiling their partnership in April, Valeant and Pershing Square’s William Ackman have been in the news regularly regarding their $53 billion hostile takeover offer for Allergan. 

The Current State of SEC Investigative Activity for These Companies:

• Allergan has a possible undisclosed SEC investigation as of 20-Mar-2014. 
   
• At 01-Apr-2014, there were no signs of recent SEC investigative activity involving Valeant Pharmaceuticals.  Valeant was involved in a multi-year SEC investigation that ended in early 2013. Information we have suggests it was sizable.

Timing of our data lead us to conclude these investigations are likely not related to the takeover offer.  Keep in mind, new SEC investigative activity could begin or end after the date covered by this latest information which would not be reflected here.

Our Research History on These Companies

Allergan, Inc.

Our database shows on-again, off-again SEC investigative activity going back to Aug-2012 (that is, more than one SEC investigation involving Allergan).  Our most recent data point is 20-Mar-2014 at which point SEC cited the "law enforcement exemption" of the FOIA as basis to block our access to the detailed records on Allergan.  As a matter of law, they are acknowledging some sort of investigative activity.

• Four of the five FOIA requests we filed on Allergan between Aug-2012 and Mar-2014 were blocked by SEC investigative activity.
   
• The only “break in the action”, meaning an absence of SEC investigative activity of Allergan, occurred in Jul-2013 when an SEC response said no records were found on the company. This may be related to the fact one of Allergan’s SEC investigations closed in Jan-2013.  An SEC Case Closing Report from that investigation is posted.
   
• By Dec-2013, however, the SEC again cited the "law enforcement exemption" of the FOIA as basis to block our access to the detailed records on Allergan.  This suggests either the SEC made an error in giving us a "nothing found" response in Jul-2013, or new SEC investigation had started.

We found no disclosure of an SEC investigation by Allergan in the past two years. 

Valeant Pharmaceuticals

• We’ve filed two FOIA requests on Valeant since March 2013. 
   
• As cited above, on 01-Apr-2014 the SEC informed us there were no records found that would suggest an investigation involving Valeant Pharmaceuticals. 
   
• In Apr-2013, the SEC informed us 54 boxes (roughly 162,000 pages) of records were potentially available regarding an earlier SEC investigation of Valeant.  Though no other information concerning that investigation was provided to us, the sheer volume of records does suggest this company experienced a significant SEC investigation. Given the timing, we think it likely these records are related to the following disclosure as made by Valeant in the 10-K filed on 28-Feb-2013:

Valeant is the subject of a Formal Order of Investigation with respect to events and circumstances surrounding trading in its common stock, the public release of data from its first pivotal Phase III trial for taribavirin in March 2006, statements made in connection with the public release of data and matters regarding its stock option grants since January 1, 2000 and its restatement of certain historical financial statements announced in March 2008. In September 2006, Valeant’s board of directors established a Special Committee to review its historical stock option practices and related accounting, and informed the U.S. Securities and Exchange Commission (“SEC”) of these efforts. Valeant has cooperated fully and will continue to cooperate with the SEC in its investigation. The Company cannot predict the outcome of the investigation.

• We found no disclosure of an SEC investigation by Valeant since the disclosure from the 10-K filed in Feb-2013.

To learn more on our process and what our findings mean, click here.