Shionogi to acquire Sciele Pharma

Sep 01, 2008 (Datamonitor via COMTEX) -- SGIOF | Quote | Chart | News | PowerRating -- Japan-based pharmaceutical company Shionogi & Co and US-based Sciele Pharma have signed a definitive agreement under which Shionogi will make a cash tender offer for Sciele shares and subsequently acquire Sciele by executing a cash merger.

Under the terms of the agreement and pursuant to a tender offer, Shionogi intends to acquire through a wholly-owned US subsidiary all of the outstanding shares of Sciele's common stock at a price of $31 per share, for a total purchase price of approximately $1.1 billion.

Upon completion of the acquisition, Sciele will become an indirect wholly-owned subsidiary of Shionogi and will continue operations in Atlanta, Georgia, as a standalone business unit.

The board of directors of Shionogi and Sciele have each approved this transaction. This acquisition is subject to clearance under the Hart-Scott-Rodino Antitrust Improvement Act and other customary conditions. This transaction will not result in any reduction of Sciele employees.

Shionogi believes that the Sciele acquisition is an important investment that will not only allow Shionogi to strengthen its sales infrastructure in the US, but will also allow Shionogi to further establish its presence and fully realize the value of its proprietary pipeline, thereby allowing it to achieve long-term growth.

Through the Sciele acquisition, along with its existing operations under Shionogi USA, Shionogi will increase its efforts to strengthen its pipeline of drug candidates and to accelerate overseas development in the future in order to achieve full benefit from this acquisition.

Patrick Fourteau, CEO of Sciele, said: "Shionogi will rely on Sciele to continue to operate on the business platform that has made our company successful, a platform focused on - an entrepreneurial spirit, innovation, speed of execution, simplicity, and teamwork. The Sciele management team will remain in place and we look forward to contributing to the continued growth and profitability of Shionogi in the US."

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