I. COMPLETED MERGERS AND ACQUISITIONS | |||||
Company |
Acquired By |
Date |
Date |
Value(M)** | Terms/Details |
Advanced |
Regenera Ltd. (Australia; ASX: RGA) |
10/31/05 |
12/30/05 |
$31 |
Regenera is issuing up to 100.8M shares in the deal, retaining at least 52.2% ownership; the combined firm assumed the Advanced Ocular Systems name and headquarters |
Agowa AG* |
LGC Group (UK) |
1/12/06 |
1/12/06 |
ND |
LGC extended its European operations through the acquisition of Agowa, a genomics company in Germany |
Agribiotics |
Nitragin Holding Inc. (Canadian affiliate of Merck KGaA) |
3/28/06 |
3/28/06 |
€20 ($24) |
Nitragin acquired Agribiotics, a crop bio- science company |
Research |
Applied Biosystems Group |
12/27/05 |
3/2/06 |
$273 |
ABG paid $273M in cash for the division, which is a supplier of RNA-based reagents |
American |
Angiotech Pharmaceuticals Inc. (Canada; ANPI) |
2/1/06 |
3/23/06 |
$785 |
Angiotech paid $785M in cash for AMI, a manufacturer of single- use medical devices |
Avance Pharma |
Millenia Hope Inc. (OTC BB:MLHP) |
2/17/06 |
2/17/06 |
ND |
Millenia Hope Biopharma, the Canadian subsidiary of Millenia, acquired Avance, which markets plant cell cultures |
Berna Biotech |
Crucell NV (the Netherlands; CRXL) |
12/1/05 |
2/22/06 |
CHF591 ($455) |
Crucell paid CHF15.72 per Berna share in the all-stock deal; the combined company operates in the Netherlands under the Crucell name |
Bioniche |
RoundTable Healthcare Partners |
10/5/05 |
2/1/06 |
$13.25 |
Bioniche gets $13.25M up front, royalty payments of up to €1M per year for five years, up to $11.5M in performance payments and 10% ownership in its former manufacturing subsidiary in Ireland |
Celliance |
SeraCare Life Sciences Inc. (SRLSE) |
11/29/05 |
1/17/06 |
$3.7 |
The deal strengthened SeraCare's position in molecular diagnostic reagents, diagnostic intermediates and substrates |
Cellpep SA* |
Procyon Biopharma Inc. (Canada; TSE:PBP) |
1/19/06 |
3/1/06 |
C$26.8 ($23.5) |
Procyon is issuing about 116.6M shares in the deal; Procyon changed its name to Ambrilia Biopharma Inc., and the symbol changed to “AMB" |
Celsion |
Company founder |
1/17/05 |
1/17/05 |
$1.5 |
Celsion founder Augustine Cheung acquired Celsion's breast cancer treatment company; he is paying $1.5M, and up to $18.5M more in sales royalties |
ComGenex |
Albany Molecular Research Inc. (AMRI) |
1/30/06 |
3/1/06 |
$11 |
AMRI paid $11M in cash for ComGenex, which provides chemistry and other services for drug discovery |
Cutanogen |
Cambrex Bio Science Walkersville Inc. (unit of Cambrex Corp.) |
2/2/06 |
2/28/06 |
$1.5 |
Cambrex paid $1.5M up front and could pay up to $4.8M more if certain milestones are reached; Cutanogen is developing products to treat severe burns |
Dexo SA* |
BioProgress plc (UK; BPRG) |
12/21/05 |
1/5/06 |
€12.5 ($15.1) |
BioProgress paid €8M in cash and €4.5M in stock for Dexo, which markets drugs in France |
eClic Inc. |
AngioGenex Inc.* |
1/19/06 |
2/1/06 |
ND |
AngioGenex owns about 94% of the firm following its reverse merger with the public company; an OTC BB listing will be sought following a financing |
Galenea Corp.* |
Nastech Pharmaceutical Co. Inc. (NSTK) |
2/23/06 |
2/23/06 |
ND |
Nastech acquired the RNAi intellectual property estate and other technologies from Galenea |
GeneOhm |
Becton, Dickinson and Co. |
1/10/05 |
2/14/06 |
$230 |
BD is paying $230M, plus up to $25M in additional incentives, for GeneOhm, which develops diagnostics for detecting bacterial organisms |
Genome |
Clinical Data Inc. (CLDA) |
3/7/06 |
3/7/06 |
€2.65 |
Clinical Data paid about €0.2M in cash and the rest in stock to acquire the French genomics services company |
Graffinity |
Santhera Pharmaceuticals AG* (Switzerland) |
1/3/06 |
1/3/06 |
ND |
Graffinity management bought out the Santhera business unit; Santhera was formed in 2004 via the merger of Graffinity and MyoContract AG; Santhera retained rights to use Graffinity technology, and an undisclosed profit interest in Graffinity |
HealthLinx |
Cryptome Pharmaceuticals Ltd. (Australia; ASX:CRP) |
11/16/05 |
2/16/06 |
A$6 ($4.4) |
Cryptome issued A$6M in stock for Health-Linx, a company developing diagnostic products; the name was changed to Health-Linx Ltd. |
Hibshman |
Somanta Inc.* |
10/20/05 |
2/1/06 |
ND |
Somanta acquired Hibshman, a public firm with no trading history, in a reverse merger; the new company is Somanta Pharmaceuticals Inc., which will trade on the OTC BB |
Icon Genetics |
Bayer Innovation GmbH (unit of Bayer AG; Germany) |
1/11/06 |
1/11/06 |
ND |
Details of the acquisition were not disclosed |
InnerCool |
Cardium Therapeutics Inc. (OTC BB:CDTP) |
3/9/06 |
3/9/06 |
$6 |
Cardium is issuing 2.5M shares to acquire InnerCool, which is focused on therapeutic hypothermia, and would pay $5M more if sales targets are reached |
KuDOS |
AstraZeneca plc (UK) |
12/23/05 |
1/31/06 |
$210 |
AstraZeneca paid $210M in cash for KuDOS, which is developing cancer drugs based on the inhibition of DNA repair |
Lipoxen |
Greenchip |
1/17/06 |
1/17/06 |
ND |
Lipoxen gained a listing on the AIM following the acquisition by Greenchip Investments |
MantiCore |
Inflabloc Pharmaceuticals Inc.* |
2/9/06 |
2/9/06 |
ND |
MantiCore is developing technology that attaches established cancer drugs to cobalamin, a compound that targets cancerous cells |
Maui General |
Trinity |
12/13/05 |
2/1/06 |
ND |
Palmera Holdings Inc. subsidiary Trinity owns 91% of the combined company following the reverse merger |
Maxim |
EpiCept Corp.* |
9/6/05 |
1/4/06 |
ND |
EpiCept shareholders own about 72% of the combined company; the Nasdaq symbol changed to "EPCT" |
Metaphore |
ActivBiotics Inc.* |
12/14/05 |
1/11/06 |
ND |
Metaphore becomes a wholly owned subsidiary of ActivBiotics following the deal |
Miikana |
EntreMed Inc. (ENMD) |
12/22/05 |
1/11/06 |
$22.6 |
EntreMed is issuing up to 9.96M shares in the deal, and may pay up to $18M more in stock or cash if certain clinical and regulatory milestones are met |
Myogen GmbH |
Wulfing Holding GmbH (Germany) |
2/2/06 |
2/2/06 |
$6.1 |
Wulfing also got Myogen's rights to Perfan (intravenous enoximone) outside North America; Myogen gets $6.1M in cash and royalties on Perfan sales |
PolyMedix |
Undisclosed public entity |
2/22/06 |
2/22/06 |
ND |
PolyMedix acquired the public company in a reverse merger; terms were not disclosed |
ProteOptics |
Bio-Rad Laboratories Inc. (AMEX:BIO) |
2/27/06 |
2/27/06 |
ND |
ProteOptics focuses on surface plasmon resonance technology; the deal will extend Bio-Rad's proteomics product offerings |
Remergent |
Xytis Pharmaceuticals Ltd.* (UK) |
1/9/06 |
1/9/06 |
ND |
The privately held firms merged to form a company named Xytis Inc., which concurrently raised $24.5M |
Scynexis |
Selcia Ltd.* (UK) |
1/5/06 |
1/5/06 |
ND |
Management in the UK acquired the subsidiary and renamed it Selcia; the spinoff provides R&D services |
Serotec Ltd.* |
MorphoSys AG (Germany; FSE: MOR) |
1/12/06 |
1/12/06 |
£20 ($35) |
MorphoSys paid £14M in cash and issued 208,560 shares for Serotec, a supplier of research antibodies |
Certain assets |
Supernus Pharmaceuticals Inc.* |
1/12/06 |
1/12/06 |
ND |
Supernus acquired the product formulation and development business of Shire Laboratories, a subsidiary of Shire plc |
Silver River |
BioForce Nanosciences Holdings Inc.* |
12/1/05 |
2/24/06 |
ND |
The combined firm is operating under the BioForce name following the reverse merger; the ticker symbol was changed to "OTC BB:BNFH" |
Sirius |
DUSA Pharmaceuticals Inc. (DUSA) |
1/3/06 |
3/14/06 |
$25 |
DUSA paid $8M in cash and $14M in stock (about 1.97M shares) for Sirius, which develops dermatology products; another $3M in stock is being held in escrow, and $5M more in potential payments is tied to approval and sales milestones |
Stem Cell |
Amphioxus Cell Technologies Inc.* |
2/15/06 |
2/15/06 |
ND |
Amphioxus, which had acquired the assets of Plurion Inc. immediately prior to the merger, owns 88% of the combined company following the deal and a concurrent $3.8M financing |
Survac ApS* |
Merck KGaA (Germany) |
11/21/05 |
1/6/06 |
€11 ($13) |
Survac is developing a technology to identify and modify peptides useful for therapeutic cancer vaccines (11/21) |
Synthegen |
Integrated DNA Technologies* |
2/1/06 |
2/1/06 |
ND |
IDT acquired Synthegen, a supplier of custom oligonucleotides; terms were not disclosed |
Targeted |
Chromos Molecular Corp.* (Canada; TSE:CHR) |
5/25/05 |
2/3/06 |
C$5 ($4.3) |
Chromos issued 23.651M shares in the deal, or 26% of the combined firm, for TMC, which is developing two antibody product candidates |
Timm Medical |
Plethora Solutions Holdings plc (UK; AIM:PLE) |
1/13/06 |
2/13/06 |
$9.5 |
About $8.1M was paid and cash and about $1.4M in a convertible note; Timm markets products for erectile dysfunction in the U.S. |
Urdur, Verdandi |
DeCode Genetics Inc. (Iceland; DCGN) |
1/18/06 |
1/18/06 |
$5.5 |
DeCode paid $5.5M in stock for Urdur, an organizer of cancer research in Iceland since 1998 |
Xcyte |
Cyclacel Group plc* (UK) |
12/15/05 |
3/28/06 |
ND |
Cyclacel shareholders own about 80% of combined company, which was renamed Cyclacel Pharmaceuticals Inc.; the Nasdaq symbol was changed to "CYCC" |
II. PENDING MERGERS AND ACQUISITIONS | |||||
Company |
Acquiring |
Date |
Expected |
Value |
Terms/Details |
Abgenix Inc. |
Amgen Inc. (AMGN) |
12/14/05 |
2Q:06 |
$2.2B |
Amgen intends to pay $2.2B in cash, or $22.50 per Abgenix share and assume debt in the deal; they already are partnered on cancer antibodies; Abgenix shareholders approved the deal on March 26, and it was expected to close April 1 |
American |
American BioScience Inc.* |
11/28/05 |
1H:06 |
$4.1B |
ABI already owns 64.4% of APP; APP would issue 86M additional shares, giving ABI 83.5% of the combined company; the combined company would change its name to Abraxis BioScience |
Athena |
Fisher Scientific International Inc. |
3/16/06 |
2Q:06 |
$283 |
Fisher plans to acquire the diagnostics company from Behrman Capital for $283M in cash |
Azurel Ltd. |
National Stem Cell Inc.* |
3/28/06 |
2-3Q:06 |
ND |
NSCI would own 90% of the company following the reverse merger |
BCY |
Pipex Therapeutics Inc.* |
10/21/05 |
1H:06 |
ND |
They agreed to negotiate a potential merger under which Pipex would hold a majority position in the combined company; Pipex is providing BCY a $50,000 bridge loan over four months; they reached a definitive agreement in February |
Bestewil |
Norwood Immunology Ltd. (Australia; AIM:NIM) |
1/19/06 |
1Q:07 |
ND |
Norwood has a call option to acquire Bestewil for up to €25M ($30.4M); Norwood is paying €0.25M up front and up to €0.7M per month through 2006 for the option |
Chinese |
ADML Inc. (AMEX:ADL) |
11/22/05 |
2Q:06 |
$4.4M |
ADML intends to issue up to 13.215M shares to acquire the Chinese companies Jiangxi Jade Biochemistry Pharmacy Co. Ltd. and Yangbian Yiqiao Biochemistry Pharmacy Co. Ltd. |
Chiron Corp. |
Novartis AG (Switzerland) |
10/31/05 |
2Q:06 |
$5.1B |
Definitive agreement calls for Novartis to acquire the 58% of Chiron it doesn't already own, or 113M shares, for $45 per share in cash; Chiron on Sept. 5 rejected Novartis' earlier offer of $4.5 billion; some Chiron shareholders have come out against the $45-per-share offer |
Cytomyx Ltd. |
Serologicals Corp. (SERO) |
3/14/06 |
1H:06 |
ND |
Cytomyx Ltd. provides ion channel cell lines and drug discovery services; terms of the deal were not disclosed |
Dauphin |
GeoVax Inc.* |
1/25/05 |
1H:06 |
ND |
GeoVax shareholders would own 67% of the combined company following the reverse merger; the name would change to GeoVax Labs Inc. |
DNage BV* |
Pharming Group NV (the Netherlands; Euronext:PHARM) |
3/24/06 |
2Q:06 |
€16 |
DNage shareholders would get 4M Pharming shares and 600,000 warrants, as well as potential milestone and royalty payments; the value is based only on the shares |
Hapto Biotech |
Ortec International Inc. (OTC BB:ORTN) |
12/15/05 |
1H:06 |
$5.6 |
Hapto shareholders would get 30.86M Ortec shares and warrants to purchase 3M Ortec shares at $0.35 each |
Hawaii |
Avantogen Ltd. (Australia; ASX:ACU) |
3/16/06 |
2Q:06 |
ND |
Each firm would own 50% of the combined company, which would focus exclusively on vaccine development |
Innovate |
Avantogen Ltd. (Australia; ASX:ACU) |
2/1/06 |
2Q:06 |
$1.1 |
Deal calls for Avantogen to receive 32M Innovate shares, giving it 54% of Innovate; Innovate would get Avantogen's 50% interest in their RP101 drug candidate, and $1.1M |
Linco* |
Serologicals Corp. (SERO) |
3/23/06 |
2Q:06 |
$74.8 |
Serologicals will pay $64.5M in cash for the business and another $10.3M for the land and buildings at Linco, which consists of Linco Research Inc. and Linco Diagnostic Services Inc. |
Meditech |
Alchemia Ltd. (Australia; ASX:ACL) |
3/9/06 |
2Q:06 |
A$16.9 ($12.5) |
Alchemia offered stock valued at about a 37% premium to recent Meditech prices; Alchemia also is providing an A$2M short- term loan |
Micromet AG* |
CancerVax Corp. (CNVX) |
1/9/06 |
2Q:06 |
$127 |
CancerVax intends to issue stock representing 67.5% of the combined company, which would be renamed Micromet Inc. |
Molecular |
Molecular Pharmacology (USA) Ltd. (OTC BB:MLPH) |
12/5/05 |
2Q:06 |
$176 |
MPL USA intends to issue 88M shares to acquire MPL, a wholly owned division of PharmaNet |
Montigen |
SuperGen Inc. (SUPG) |
1/27/05 |
1H:06 |
$18 |
SuperGen would pay $9M in cash and $9M in stock for the oncology-focused firm; another $22M in stock would be paid if certain regulatory milestones are met |
Rhein Biotech |
Dynavax Technologies Corp. (DVAX) |
3/27/06 |
2Q:06 |
$12 |
Dynavax intends to pay cash for the bio- pharmaceutical and vaccine manufacturer, with which it has a relationship for supply of hepatitis B surface antigen |
Shenzhen PG |
Qiagen NV (the Netherlands; QGEN) |
9/26/05 |
1H:06 |
$14.5 |
Qiagen intends to pay $14.5M in cash to acquire Shenzhen, a supplier of PCR-based molecular diagnostic kits in China |
SIGA |
PharmAthene Inc.* |
3/14/06 |
2-3Q:06 |
ND |
The combined company would operate under the PharmAthene name; Pharm- Athene would own 68% of the combined firm |
Vela |
Pharmos Corp. (PARS) |
3/15/06 |
3Q:06 |
$29.7 |
Pharmos would pay $5M in cash and issue 11.5M shares of stock for Vela, which is developing drug for central nervous system disorders; another 8M shares would be issued if milestones are met |
Xenogen |
Caliper Life Sciences Inc. (CALP) |
2/13/06 |
2Q:06 |
$80 |
Xenogen would get 13.2M Caliper shares and 5.125M warrants exercisable at $6.79 per share; Xenogen would own 26% of the merged company (32% if warrants were exercised) |
TERMINATED MERGERS AND ACQUISITIONS | |||||
Company |
Acquiring |
Date |
Date |
Value |
Terms/Details |
BioTechCures |
Syntony Group Inc.* |
1/4/06 |
2/16/06 |
ND |
Deal under which newly formed BioTech-Cures would be the surviving company following a reverse merger was terminated when Syntony couldn't complete a contigent financing |
Gastrotech |
DOR BioPharma Inc. AMEX:DOR) |
11/2/05 |
2/6/06 |
$9 |
DOR was to issue $9M in stock, and pay up to $30M more in milestone payments; it did not say why it ended the deal |
Notes: | |||||
# This chart is intended to include not only mergers and acquisitions of entire businesses but also of divisions or subsidiaries of those businesses, where appropriate. In general, it does not include acquisitions of single products or of manufacturing facilities. For those deals that are pending, and for which the acquiring company is issuing stock, the value of the transaction was calculated based on the closing price prior to the first announcement. For stock-based deals that have been completed, the final value was calculated based on the closing price before the merger's completion was announced. | |||||
* Private companies are indicated with an asterisk. | |||||
** Conversions of non-U.S. currencies are calculated using the rate on the date the transaction closed, or for pending deals, on the date it was announced. | |||||
ND = Not disclosed; N/A = Not applicable. | |||||
Unless otherwise indicated, shares are traded on the Nasdaq exchange. | |||||
AIM = Alternative Investment Market; AMEX = American Stock Exchange; ASX = Australian Stock Exchange; CDNX = Canadian Venture Exchange; FSE = Frankfurt Stock Exchange; NYSE = New York Stock Exchange; OTC BB = Over-the-Counter Bulletin Board; PK = Pink Sheets; SSE = Stockholm Stock Exchange; SWX = Swiss Stock Exchange; TSE = Toronto Stock Exchange. | |||||
