The biggest European drugs takeover in 13 years gives J&J access to the Swiss group’s range of high-price, high-margin medicines for rare diseases, helping it diversify its drug portfolio as its biggest product, Remicade for arthritis, faces cheaper competition.
The offer to pay $280 per share, following weeks of exclusive talks, was unanimously approved by the boards of directors of both companies.
Meanwhile, US drug firm Biogen has reported a near 22% fall in fourth-quarter income, hurt by higher costs related to its top-selling MS drug, Tecfidera.
The Boston-based company — which paid Irish drug firm Elan $3.25bn for its Tysabri MS drug four years ago — said net income attributable fell to $649.2m from $831.6m. Biogen, which is set to spin off its hemophilia business in February, said total revenue inched up to $2.87bn from $2.84bn.
Biogen said, this week, Tecfidera’s label has been updated to include a warning of potential liver injury.
Tecfidera, the world’s top-selling oral MS treatment, accounts for about a third of Biogen revenue. It had sales of $1.03bn in the third quarter.
Jefferies analysts said they did not expect any counterbids or competition concerns, while Berenberg analysts called it “a fantastic deal for Actelion and its shareholders” given concerns about the long-term growth prospects for its main products.
Actelion has been the subject of takeover speculation for weeks after J&J launched and then halted discussions with the Swiss company.
French drugmaker Sanofi had also been interested, sources said but was sidelined after J&J returned and began exclusive negotiations in December. Sanofi’s failure to come away with a big deal for the second time has added to pressure on its management.
J&J said it expected the transaction to be immediately accretive to its adjusted earnings per share and accelerate its revenue and earnings growth rates.
The group, which reported disappointing quarterly results this week, will fund the transaction with cash held outside the US.