I. COMPLETED MERGERS AND ACQUISITIONS | |||||
Company |
Acquired By |
Date |
Date |
Value |
Terms/Details |
| | |||||
Pharmaceutical |
Xanodyne Pharmaceuticals Inc.* |
5/10/05 |
7/12/05 |
$209.3 |
Xanodyne paid $209.25cash to acquire the pharmaceutical assets of aaiPharma in a deal approved by a bankruptcy court; Xanodyne also committed to purchase up to $30M in services from aaiPharma's services division over three years |
Altadyne Inc. |
Stem Cell Therapy International Corp.* |
9/16/05 |
9/16/05 |
ND |
The merged company will keep the Stem Cell Therapy International name; the ticker symbol will be changed |
Arakis Ltd.* |
Sosei Co. Ltd. (Japan) |
7/19/05 |
8/30/05 |
£106.5 (US$186) |
Sosei paid £11.7M cash and issued 35,630 shares in the deal, or 33.6% of the enlarged company |
Arexis AB* |
Biovitrum AB*(Sweden) |
8/22/05 |
8/22/05 |
ND |
Biovitrum will make cash and equity payments up front and will pay more in cash and stock if milestones are reached |
Astral Inc. |
Astral Therapeutics Inc.* |
9/7/05 |
9/7/05 |
ND |
Astral Therapeutics, set up for this deal, will be renamed MultiCell Immunotherapeutics Inc. and be owned 33% by Alliance and 67% by MultiCell Technologies Inc. (OTC BB:MCET) |
Atugen AG* |
SR Pharma plc (UK; AIM:SPA) |
6/21/05 |
7/11/05 |
£6.2 (US$10.8) |
SR Pharma issued 19.7M shares, or 49% of of the enlarged company, in the acquisition |
Austin Research |
Prima Biomed Ltd. (Australia; ASX:PRR) |
8/9/05 |
8/25/05 |
ND |
Prima acquired about 100% of four subsidiaries from ARI: Cancer Vac Pty. Ltd., Panvax companies Ltd., OncoMab Pty. Ltd. and Athron Ltd.; ARI got a stake of about 10% in Prima Biomed |
Bioren Inc.* |
Pfizer Inc. |
8/15/05 |
8/15/05 |
ND |
Pfizer paid an undisclosed amount for Bioren, which has technology for optimizing antibodies |
Celltech |
Inyx Inc. (OTC BB:IYXI) |
8/26/05 |
8/31/05 |
€27.5 (US$34) |
The manufacturing facility's name was changed to Ashton Pharmaceuticals Ltd.; it will operate as Inyx Europe Ltd. |
Corixa Corp. |
GlaxoSmithKline plc (UK) |
5/2/05 |
7/12/05 |
$300 |
GSK paid $4.40 in cash for each Corixa share, a 48% premium to the April 28 closing price; they had been collaborating on development of vaccines |
EasyWeb Inc. |
ZioPharm Inc.* |
8/3/05 |
9/15/05 |
ND |
The combined company is named ZioPharm Oncology Inc.; the ticker symbol was changed to "OTC BB:ZIOP" |
GlycArt |
F. Hoffmann- |
7/19/05 |
7/26/05 |
CHF235 (US$183) |
Roche paid cash to acquire GlycArt; GlycArt has GlycoMAb glycosylation technology, which increases antibody-dependent cellular cytotoxicity |
Hematech |
Kirin Brewery Co. Ltd. (Japan) |
7/25/05 |
7/25/05 |
$45 |
Kirin paid cash for Hematch, which produces bovine-derived polyclonal antibodies; the companies began working together in 1999 on the development of human anti-body-producing cows |
Immuno- |
Epimmune Inc. (EPMN) |
3/16/05 |
8/16/05 |
$105 |
IDM shareholders hold about 78% of the merged company, which was renamed IDM Pharma Inc.; the new Nasdaq symbol is "IDMI" |
IonixZ |
Vernalis plc (UK; VNLS) |
7/6/05 |
7/26/05 |
£12.5 (US$22) |
Vernalis issued about 17.85M shares in the deal, or 8% of the company; Ionix shareholders will get another 1.84M shares in July 2006 |
LemnaGene |
Biolex Therapeutics Inc.* |
7/28/05 |
7/28/05 |
ND |
LemnaGene is using the aquatic plant Lemna to produce recombinant proteins; Biolex also has a Lemna-based manufacturing program |
LumiCyte Inc.* |
Qiagen NV (the Netherlands; QGEN) |
8/1/05 |
8/8/05 |
$3 |
Qiagen is paying $3M up front in the acquisition; milestone payments of up to $13M relating to financial targets could be paid in 18 to 60 months |
Metagen |
Esprit Pharma Inc.* |
9/16/05 |
9/16/05 |
ND |
Esprit acquired Metagen and its operating subsidiaries, Star Pharmaceuticals and Stellar Pharmacal; terms were not disclosed |
Nextal |
Qiagen NV (the Netherlands; QGEN) |
6/30/05 |
7/1/05 |
$9.7 |
Qiagen is paying $9.7M in cash and would pay another $4.5M if certain milestones are met; Nextal provides sample preparation tools |
NovAseptic |
Millipore Corp. |
7/7/05 |
8/9/05 |
SEK720 (US$91) |
Millipore is paying $91M in cash for NovAseptic, which provides solutions for aseptic processing applications in drug manufacturing operations |
Certain assets of |
Evolva SA* (Switzerland) |
9/2/05 |
9/2/05 |
ND |
Evolva acquired the pharmaceutical assets of Poalis; Poalis' assets in food and flavor chemicals and agriculture were not included in the deal |
Pyramid |
Life Therapeutics (ASX:LFE) |
7/6/05 |
9/22/05 |
$13 |
Life Therapeutics paid $13M, and assumed $7M in debt; another $5M could be paid if milestones are reached |
Quadrant |
ML Laboratories plc (UK; LSE:MLB) |
6/16/05 | 7/14/05 |
£46.7 (US$85) |
Combined company name is Innovata plc; ML paid £19.5M cash and the rest in shares as part of the 50-50 merger; ML also paid £1.85M cash and shares to acquire the 18.75% interest in Innovata that Biomed did not already own |
Scientific |
Agilent Technologies Inc. (NYSE:A) |
5/25/05 |
7/11/05 |
ND |
Agilent acquired SSI, a provider of scientific information management solutions |
Stressgen |
Assasy Designs Inc. |
7/12/05 |
7/12/05 |
ND |
Stressgen Bioreagents was spun out of Stressgen Biotechnologies Corp. in May; Ampersand Ventures funded both deals |
Bioanylitical |
Qiagen NV (the Netherlands; QGEN) |
8/1/05 |
8/8/05 |
$0.8 |
Qiagen paid $0.8M up front and could pay another $0.8M if certain milestones are reached for SuNyx, which has nanotechnology-based sample preparation technology |
Transkaryotic |
Shire Pharmaceuticals Group plc (UK) |
4/21/05 |
7/27/05 |
$1.6B |
Shire paid $37 in cash for each TKT share, a premium of 44% to the four-week average before the deal was announced |
Vicuron |
Pfizer Inc. |
6/16/05 |
9/14/05 |
$1.9B |
Pfizer paid $29.10 per share in cash, or $1.9B, a 74% premium to the 90-day price before the deal was disclosed |
Xenova Group |
Celtic Pharma Group (Bermuda) |
6/24/05 |
9/1/05 |
£26.1 (US$48) |
Celtic, a private equity firm, is paying up to £26.1 in notes, cash or a blend of each for Xenova; separately, Celtic licensed technology and provided a $20M loan facility |
II. PENDING MERGERS AND ACQUISITIONS | |||||
Company |
Acquiring |
Date Announced | Expected Completion | Value (M)** | Terms/Details |
| | |||||
Aerogen Inc. |
Nektar Therapeutics (NKTR) |
8/15/05 |
4Q:05 |
$32 |
Nektar to pay $8M cash and $24M in stock, but later said it would exercise option to make an all-cash deal, at $0.75 per share. |
Afmedica Inc.* |
Angiotech Pharmaceuticals Inc. (Canada; ANPI) |
9/13/05 |
4Q:05 |
ND |
Afmedica is developing perivascular technology using the drug rapamycin to treat various diseases |
Artesian |
Cardiome Pharma Corp. (Canada; CRME) |
8/29/05 |
4Q:05 |
N/A |
Artesian shareholders can earn $32M in payments for development milestones related to each of two drug candidates |
Asterand |
Pharmagene plc (UK; LSE:PGN) |
9/19/05 |
4Q:05 |
£13 (US$23.5) |
Asterand shareholders would get about 54.2M shares in the deal, or 50% of the merged company; they also would be entitled to deferred payments in stock and cash |
BioCheck Inc.* |
OXIS International Inc. (OTC BB:OXIS) |
9/21/05 |
ND |
$6 |
The all-cash deal is contingent on OXIS' ability to raise enough money to purchase at least 51% of BioCheck; the purchase price could increase for any remaining shares |
BioFocus plc |
Galapagos NV (Belgium; Euronext:GLPG) |
9/21/05 |
4Q:05 |
£20.2 (US$35.6) |
Galapagos offered to pay 124 pence in stock for each BioFocus share, a premium of 121% to the Sept. 20 closing price; Bio- Focus would own about 30% of the combined company |
BioSource International Inc. (BIOI) |
Invitrogen Corp. (IVGN) |
7/26/05 |
4Q:05 |
$130 |
Invitrogen intends to strengthen its position in proteomics through the all-cash acquisition |
Certain assets |
Maxim Biomedical Inc.* |
4/21/05 |
4Q:05 |
ND |
As part of a restructuring, Calypte entered a nonbinding letter of intent to sell its urine EIA, serum Western Blot and urine Western Blot HIV in vitro diagnostics business |
CardioGenics |
Medeorex Inc. (OTC BB:MRXI) |
5/11/05 |
3Q:05 |
ND |
CardioGenics shareholders would get Medeorex stock representing 75% of the merged company |
Cellective |
MedImmune Inc. (MEDI) |
9/14/05 |
4Q:05 |
ND |
MedImmune intends to pay cash and potential milestone payments to acquire Cellective, which is developing monoclonal antibodies that target B-cell antigens |
Cengent |
Inncardio Inc. (OTC BB:INDO) |
4/1/05 |
2H:05 |
ND |
They signed a definitive agreement under which Inncardio would acquire Cengent |
Chiron Corp. |
Novartis AG (Switzerland) |
9/1/05 |
N/A |
$4.5B |
Novartis offered to pay $40 per share, or $4.5 billion, for the 58% of Chiron it doesn't own; Chiron directors on Sept. 5 termed the unsolicited offer "inadequate" |
Corgentech |
AlgoRx Pharmaceuticals Inc.* |
9/26/05 |
4Q:05 |
ND |
AlgoRx shareholders would receive Corgentech stock representing 62% of the merged company |
Eyetech |
OSI Pharmaceuticals Inc. (OSIP) |
8/21/05 |
4Q:05 |
$935 |
OSI would pay stock and cash worth $20 per Eyetech share, a 43% premium to the Aug. 19 price; 75% of the price would be paid in cash |
Genaissance |
Clinical Data Inc. (CLDA) |
6/21/05 |
4Q:05 |
$56 |
Genaissance shareholders would get Clinical Data shares worth $1.33 for each share held; Genaissance would own about 40% of the combined company |
Guilford |
MGI Pharma Inc. (MOGN) |
7/21/05 |
4Q:05 |
$177.5 |
MGI intends to pay $3.75 per Guilford share in the deal, $2.625 in stock (now 4.5M shares) and $1.125 cash; the price was a 55.6% premium to Guilford's July 20 close |
Greenwich |
VioQuest Pharmaceuticals Inc. (OTC BB:VQPH) |
5/4/05 |
4Q:05 |
ND |
Greenwich could receive up to 47% of the combined company; half of that equity is tied to milestones related to Phase I and II trials of two compounds |
Icoria Inc. |
Clinical Data Inc. (CLDA) |
9/20/05 |
4Q:05 |
$12.5 |
Clinical Data is paying $0.32 per share in stock for Icoria, based on the Sept. 16 closing price; the final value would be between $10M and $12.5M; Icoria would own about 7.6% of the combined company |
ID Biomedical |
GlaxoSmithKline plc (UK) |
9/7/05 |
4Q:05 |
C$1.7B (US$1.4B) |
GSK would pay C$35 per share, or C$1.7B, a premium of 13% to the prior day's close; GSK also would assume US$77 million in ID debt and would loan ID up to US$120M to repay term debt and finance it until closing |
InKine |
Salix |
6/23/05 |
4Q:05 |
$190 |
Holders of each InKine share would receive Salix stock valued at $3.55, based on a 40-day average before closing; InKine would own about 20% of the combined firm |
Maxim |
EpiCept Corp.* |
9/6/05 |
4Q:05 |
ND |
EpiCept shareholders would get stock representing about 72% of the combined company; the merged firm would be valued at about $136M |
NovaScreen |
Caliper Life Sciences Inc. (CALP) |
9/8/05 |
4Q:05 |
$22 |
Caliper intends to pay $22M, plus up to $8M more if revenue milestones over 30 months are reached; payments would be 80% in stock and 20% in cash |
ParAllele |
Affymetrix |
5/31/05 |
4Q:05 |
$120 |
Definitive agreement calls for Affymetrix to pay $120M in stock for ParAllele, which has assay technology and with which it has been partnered for two years |
Sahajanand |
MIV Therapeutics Inc. (Canada; OTC BB:MIVT) |
3/11/05 |
4Q:05 |
ND |
The merger would bring together products and drug-eluting technologies in coronary stents; Sahajanand's stents are sold in more than 33 countries |
Shenzhen PG |
Qiagen NV (the Netherlands; QGEN) |
9/26/05 |
4Q:05 |
$14.5 |
Qiagen intends to pay $14.5M in cash to acquire Shenzhen, a supplier of PCR-based molecular diagnostic kits in China |
Targeted |
Chromos Molecular Systems Inc. (Canada; TSE:CHR) |
5/25/05 |
4Q:05 |
C$5 |
Chromos intends to issue about 20.1M shares in the deal; TMC is developing two antibody product candidates |
Xtrana Inc. |
Alpha Innotech Corp.* |
12/14/04 |
4Q:05 |
ND |
Xtrana shareholders would own 17% of the combined company following the reverse merger; they would keep the Alpha Innotech name |
| | |||||
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. | |||||
@ The deal occurred before the time frame of this chart but was not included in the previous chart. | |||||
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; LSE = London Stock Exchange; NYSE = New York Stock Exchange; OTC BB = Over-the-Counter Bulletin Board; PK = Pink Sheets; TSE = Toronto Stock Exchange. | |||||
