By Lisa Kerner
Charlotte, N.C., Sept. 2 - Shionogi & Co., Ltd. announced it will acquire Sciele Pharma, Inc. for $31 per share to immediately expand Shionogi's presence in the U.S. market.
The estimated total equity purchase price is $1.1 billion.
Both companies' boards of directors have approved the merger, which is slated to close in the fourth quarter of 2008.
Sciele, an Atlanta pharmaceutical company, will become a wholly owned subsidiary of Shionogi and will continue as a standalone business unit, according to a Sciele news release.
Shionogi said there is no financing condition to the tender offer or subsequent merger.
Following the completion of its tender offer, Shionogi subsidiary Tall Bridge, Inc. will merge with and into Sciele with Sciele as the surviving entity.
"Sciele will be a stronger company as part of Shionogi, which is one of the leading pharmaceutical companies in Japan, with an extensive product pipeline," Sciele chief executive officer Patrick Fourteau said in the release.
Fourteau added that the Sciele management team will remain in place.
Shionogi, an Osaka, Japan, pharmaceutical manufacturer, was advised by Goldman Sachs, while Sciele was advised by UBS Investment Bank.
| Acquirer: | Shionogi & Co., Ltd.
|
| Target: | Sciele Pharma, Inc.
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| Announcement date: | Sept. 1
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| Transaction total: | $1.1 billion
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| Price per share: | $31.00
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| Expected closing: | Fourth quarter of 2008
|
| Stock price for target: | Nasdaq: SCRX: $19.27 on Aug. 29
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