I. COMPLETED MERGERS AND ACQUISITIONS | |||||
Company |
Acquired By |
Date |
Date |
Value |
Terms/ |
| | |||||
Absalus Inc.* |
EvoGenix Pty. |
4/5/05 | 4/5/05 |
$8 |
The privately held firms merged in a deal valued at $8M in stock; they had been collaborating on antibody therapeutics |
Agencourt |
Beckman |
4/27/05 | 6/1/05 |
$100 |
Beckman Coulter paid $100M at closing and will make up to $40M in contingent payments through 2007 |
Anawah Inc.* |
Arcadia |
5/16/05 |
5/16/05 |
ND |
Arcadia, an ag-biotech company, acquired Anawah, which focuses on developing value-added whole foods |
Angiosyn |
Pfizer Inc. |
1/20/05 |
4/6/05 |
$527 |
Angiosyn stockholders received up-front and other payments of up to $527M; they also would get royalties on future sales; full payment is contingent on successful development of a drug for an ophthalmic indication and a second therapeutic area |
APS Pharma |
ProStrakan Group plc* (UK; LSE:PSK) |
5/3/05 |
5/3/05 |
€2.7 (US$3.4) |
ProStrakan gained a sales and marketing infrastructure in Germany through the all-cash acquisition |
Most assets |
Biotage AB (Sweden; SSE: BIOT) |
2/22/05 |
6/6/05 |
$21.2 |
Biotage paid $21.2M for the chemistry consumables business and certain assets of Argonaut's process chemistry business, which constitute all Argonaut assets except its cash; Argonaut no longer has an operating business |
Artus GmbH* |
Qiagen NV (the Netherlands; QGEN) |
5/31/05 |
5/31/05 |
$27.6 |
Qiagen paid $27.6M in cash, and would pay $11.6M more if certain milestones are met; Artus focuses on PCR-based molecular diagnostic tests |
Binax Inc.* |
Inverness Medical Innovations Inc.(AMEX:IMA) |
2/8/05 |
3/31/05@ |
$44.7 |
Inverness issued 1.4M shares of stock and paid $9M in cash for the diagnostics company; Binax shareholders could earn up to $11M more if certain objectives are reached within five years |
Biofrontera |
Discovery Partners International Inc. (DPII) |
3/1/05 |
4/22/05 |
ND |
Discovery Partners paid an undisclosed amount in cash for Biofrontera Discovery, formerly the natural products discovery division of Biofrontera AG |
Biosynexus |
QVT Fund LP |
6/14/05 |
6/14/05 |
ND |
Biosynexus became a wholly owned subsidiary of the fund; terms of the deal were not disclosed |
Bioxalis |
Procyon Biopharma Inc. (Canada; TSE:PBP) |
6/30/05 |
6/30/05 |
C$3.42 (US$2.8) |
Procyon issued 9M shares to acquire Bioxalis, which focuses on targeted liposomes for treating cancer; Bioxalis shareholders also got 1M warrants exercisable at market price, if a development milestone is met |
Bliss |
Clearant Corp.* |
4/1/05 |
4/4/05 |
ND |
Clearant acquired Bliss in a reverse merger; the symbol on the OTC BB was changed to "CLRI" |
Bone Care |
Genzyme Corp. (GENZ) |
5/4/05 |
6/30/05 |
$600 |
Genzyme paid $33 in cash for each Bone Care share; Genzyme intends to integrate Bone Care into its renal operations, while maintaining Bone Care's facility in Wisconsin |
Caltag |
Invitrogen Corp. (IVGN) |
5/16/05 |
5/19/05 |
$20 |
Invitrogen acquired the immunological assay manufacturer in an all-cash deal |
Cambridge |
Biovitrum AB* |
3/21/05 |
4/25/05 |
ND |
CBL, which is developing drugs to treat obesity, pain and inflammation, will operate as an autonomous R&D unit in the UK |
uHTS business |
Evotec OAI AG (Germany; FSE: EVT) |
5/9/05 |
5/9/05 |
ND |
Evotec Technologies GmbH acquired the ultra-high-throughput business of Zeiss, and assumed service responsibility for installed instruments |
CeeTox Inc.* |
North American Science Association Inc.* |
5/24/05 |
5/24/05 |
ND |
NAMSA acquired 51% of CeeTox, and would purchase the remainder as certain milestones are reached |
Celmed |
Theratechnologies Inc. (Canada; TSE:TH) |
6/20/05 |
6/20/05 |
C$2.8 (US$2.3) |
A group of minority Celmed shareholders purchased Theratechnologies' 37% stake in the company; the total could increase to C$8.4M if certain milestones are reached |
CyVera Corp.* |
Illumina Inc. |
2/22/05 |
4/11/05 |
$16.8M |
Illumina issued 1.6M shares and paid $2.5M in cash for CyVera, which has a digital microbead platform |
Delex |
YM BioSciences Inc. (Canada; TSE:YM) |
4/13/05 |
5/3/05 |
C$10.1 (US$8) |
YM issued about 1.59M shares in the deal initially, and will issue about 1.82M more shares over two years; Delex could earn another 2.78M shares related to milestones on its Phase II product AeroLEF for pain in cancer patients, and $4.75M in cash or shares upon a product approval |
Discovery |
Entelos Inc.* |
5/26/05 |
5/26/05 |
ND | Entelos acquired Discovery Innovations, which provides data integration products and services for the life sciences |
Emergent |
Monsanto Co. |
2/17/05 |
4/5/05 |
$300 | Monsanto paid $300M in cash and commercial paper for the cotton seed company |
Esoterix Inc.* |
Laboratory Corp. of America Holdings |
3/30/05 |
5/11/05 |
$150 |
LabCorp paid $150M in cash for Esoterix, a provider of specialty reference testing |
GemVax A/S*(Norway) |
Pharmexa A/S (Denmark; CSE: PHARMX) |
4/12/05 |
6/9/05 |
DKK32 (US$4.9) | Pharmexa issued 1.4M shares worth DKK32M in the deal, and would pay another DKK33M if the cancer vaccine GV1001 enters Phase III trials by September 2006 |
Genencor |
Danisco A/S (Denmark; CSE: DCO) |
1/27/05 |
4/20/05 |
$592 |
Danisco paid $19.25 per share for the shares it did not not already hold; it already held 42% of Genencor, as did Eastman Chemical Co., which agreed to the sale |
GeneXP |
MetriGenix |
12/15/04 |
6/7/05 |
ND |
GeneXP is developing a portfolio of gene expression biomarker tests; terms of the deal were not disclosed |
Global |
Genizon BioSciences Inc.* (Canada) |
5/11/05 |
5/11/05 |
ND |
Genizon acquired the majority of the assets and staff of Global Genomics, which has sequencing and data-analysis technologies |
Hormos |
QuatRx Pharmaceuticals Co.* |
5/16/05 |
5/16/05 |
ND |
Hormos became a wholly owned subsidiary of QuatRx; offices will be maintained in Finland |
Idun |
Pfizer Inc. |
2/24/05 |
4/12/05 |
ND |
Idun focuses on the discovery and development of therapies to control apoptosis; terms of the deal were not disclosed |
Iliad |
Bionomics Ltd. (Australia; ASX:BNO) |
5/25/05 |
6/26/05 |
A$9 (US$6.8) |
Bionomics issued about 40.9M shares in the deal, and would issue 13.6M more shares worth A$3M if certain milestones are met |
ImVision GmbH |
Nextech Venture LP (Switzerland) |
5/3/05 |
5/3/05 |
ND |
The Swiss investment firm purchased the BioVision spin-off, which is developing immunotherapeutics based on its modular antigen transport technology |
Inhibetex |
Organic Soils.com Inc. (OTC BB: OSLC) |
3/29/05 |
5/26/05 |
ND |
Inhibetex owns about 83% of the company following the reverse merger; the company changed its name to Inhibition Therapeu- tics Inc., and the stock symbol changed to "IHBT" |
Medac GmbH* |
Schering AG (Germany) |
6/9/05 |
6/9/05 |
ND |
Medac shareholders purchased the 25% stake held by Schering for a two-digit million-euro price; Schering also acquired from Medac the remaining 50% of their joint venture, Medac Schering Onkologie GmbH |
Microscience |
Emergent BioSolutions Inc.* |
6/27/05 |
6/27/05 |
$73 |
Microscience, which pulled its plans for an IPO in July, was acquired for stock valued at $73M; its name changed to Emergent Europe |
MRC |
Medical Research Council (UK) |
6/6/05 |
6/6/05 |
ND |
Management of MRC Geneservice bought the unit, and renamed it Geneservice Ltd.; terms were not disclosed |
Microarray unit |
Ocimum Biosolutions (India) |
2/25/05 |
4/25/05 |
ND |
Ocimum will continue MWG operations in Germany, and plans to start wet lab services in India as part of the expansion |
Orphan Medical |
Jazz Pharmaceuticals Inc. |
4/19/05 |
6/24/05 |
$145 |
Privately held Jazz paid $10.75 per share in cash for Orphan's outstanding shares, a premium of about 26% to the close the day before the deal was disclosed |
Osmotics |
OnSource Corp. |
4/12/05 |
5/11/05 |
ND |
OnSource issued about 11.4M shares, giving OPI 92% of the combined company; OnSource also issued 1M shares of 6% convertible stock worth $4M, 1.1M warrants and 2.7M stock options; the firm's name changed to Ceragenix Pharmaceuticals Inc. and the symbol changed to "CGXP" |
Peninsula |
Ortho-McNeil Pharmaceuticals Inc. (unit of Johnson & Johnson) |
4/19/05 |
6/30/05 |
$245 |
The all-cash acquisition did not include Peninsula's PPI-0903, a broad- spectrum cephalosporin, which will be spun out into a new company, Cerexa Inc. |
ProCorde |
Trigen Holdings plc* (UK) |
4/11/05 |
4/11/05 |
ND |
The cardiovascular-focused companies merged to form Trigen Holdins AG, which will maintain sites in the UK and Germany |
Prosidion |
OSI Pharmaceuticals Inc. (OSIP) |
4/18/05 |
4/18/05 |
$4.3 |
OSI issued 84,940 shares to acquire all the minority-interest shares in its UK subsidiary (about 2.7% of Prosidion) |
PsycheNomics |
Novasite Pharmaceuticals Inc.* |
6/15/05 |
6/15/05 |
ND |
Novasite acquired PsycheNomics, which focuses on drug discovery for diseases of the central nervous system |
Rexahn Corp.* |
Corporate Roadshow.com Inc. (OTC BB:CPRD) |
5/16/05 |
5/16/05 |
ND |
Rexahn owns 92% of the combined company following the reverse merger; the new name is Rexahn Pharmaceuticals Inc., which trades as “RXHN" on the OTC Bulletin Board |
RNAture Inc. |
Qiagen NV (the Netherlands; QGEN) |
5/2/05 |
5/2/05 |
ND |
Qiagen bought the commercial operations of RNAture, which include nucleic acid isolation products |
Salmedix Inc.* |
Cephalon Inc. (CEPH) |
5/12/05 |
6/14/05 |
$160 |
Cephalon paid $160M in cash, and could pay up to $40M more in regulatory milestone payments; Salmedix is developing compounds for hematologic malignancies |
Shanghai |
GNI Ltd.* (Japan) |
6/20/05 |
6/20/05 |
ND |
The companies had been collaborating for more than a year; the combined company has more than 80 employees in Japan, China and the UK |
Bioreagents |
Stressgen Bioreagents Corp.* |
4/13/05 |
5/2/05 |
C$8 |
Twenty-six of Stressgen's 103 employees joined the newly formed bioreagents company, which was funded by Ampersand Ventures |
Synthematix |
Symyx Technologies Inc. (SMMX) |
2/23/05 |
4/1/05 |
$13 |
Synthematix, which provides software systems for chemistry research, got $13M in cash and could get $4M more based on achievement of revenue targets for 2005 |
Syrrx Inc.* |
Takeda Pharmaceutical Co. Ltd. (Japan) |
2/7/05 |
3/16/05@ |
$270 |
Syrrx became a subsidiary named Takeda San Diego following the all-cash deal |
Tarpan |
Manhattan Pharmaceuticals Inc. (OTC BB:MHTT) |
1/5/05 |
4/4/05 |
ND |
Manhattan issued stock equal to 20% of the enlarged company to acquire Tarpan, which is developing dermatological therapeutics |
TekCel* |
Magellan |
5/16/05 |
5/16/05 |
ND |
Magellan acquired TekCel, which has sample-management and assay- automation systems for biomedical research |
Tianwei Times* |
Qiagen NV (the Netherlands; QGEN) |
6/13/05 |
6/13/05 |
$2 |
Tianwei supplies nucleic acid sample preparation consumables in China; it could earn another $2M in payments over two years |
Trace |
DNAPrint Genomics Inc. (OTC BB:DNAP) |
6/21/05 |
6/21/05 |
$25 |
Trace shareholders received 25M DNAP shares in the deal and options to purchase 5M additional shares at $0.02 each |
TransForm |
Johnson & Johnson |
3/9/05 |
4/4/05 |
$230 |
J&J paid $230M in cash for TransForm, which was founded in 1999 and focuses on drug formulations |
XenoTrans |
Revivicor Inc.* |
6/23/05 |
6/23/05 |
ND |
Revivicor purchased the assets and technology of XenoTrans, which was focused on xenotransplantation |
|
II. PENDING MERGERS AND ACQUISITIONS | |||||
Company |
Acquiring |
Date Announced | Expected Completion | Value (M)** | Terms/Details |
| | |||||
Biofrontera |
DNAPrint genomics Inc. (OTC BB:DNAP) |
9/28/04 |
ND |
$25 |
DNAPrint agreed to invest $25M in Biofront-era over two years in exchange for a 51.77% stake in the company |
Certain assets |
Maxim Biomedical Inc.* |
4/21/05 |
ND |
ND |
As part of a restructuring, Calypte entered into 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:MRXIE) |
5/11/05 |
3Q:05 |
ND |
Cardiogenics shareholders would get Medeorex stock representing 75% of the merged company |
Cengent |
Inncardio Inc. (OTC BB:INDO) |
4/1/05 |
2H:05 |
ND |
They signed a definitive agreement under which Inncardio would acquire Cengent |
Corixa Corp. |
GlaxoSmithKline plc (UK) |
5/2/05 |
3Q:05 |
$300 |
GSK would pay $4.40 in cash for each Corixa share, a 48% premium to the April 28 price; they have been collaborating on development of vaccines |
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 |
Greenwich |
VioQuest Pharmaceuticals Inc. (OTC BB:VQPH) |
5/4/05 |
3Q: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 |
Immuno- |
Epimmune Inc. (EPMN) |
3/16/05 |
3Q:05 |
$105 |
IDM shareholders would hold about 78% of the merged company's 102M shares after the deal; the merged company would be named IDM Inc. |
InKine |
Salix Pharmaceuticals Inc. (SLXP) |
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 |
Nextal |
Qiagen NV (the Netherlands; QGEN) |
6/30/05 |
3Q: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 |
ParAllele |
Affymetrix Inc. (AFFX) |
5/31/05 |
3Q: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 |
Portage |
Nutra Pharma Corp. (OTC BB: NPHC) |
11/9/04 |
ND |
$1.15 |
Nutra Pharma intends to issue up to 3.2M shares over 18 months if Portage research reaches undisclosed milestones; it also would fund work at Portage |
Quadrant |
ML Laboratories plc (UK; LSE:MLB) |
6/16/05 |
2H:05 |
£46.7 (US$85) |
ML would pay £19.5M in cash and the rest in shares as part of the 50-50 merger; ML also paid £1.85M in cash and shares to acquire the 18.75% interest in Innovata Biomed that it did not already own |
Sahajanand |
MIV Therapeutics Inc. (Canada; OTC BB:MIVT) |
3/11/05 |
3Q: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 |
Scientific |
Agilent |
5/25/05 |
ND |
ND |
Agilent signed a definitive agreement to acquire SSI, a provider of scientific information management solutions |
Targeted |
Chromos Molecular Systems Inc. |
5/25/05 |
3Q:05 |
C$5 |
Chromos intends to issue about 20.1M shares in the deal; TMC is developing two antibody product candidates |
Tranksaryotic |
Shire Pharmaceuticals Group plc (UK) |
4/21/05 |
3Q:05 |
$1.6B |
Definitive agreement calls for Shire to pay $37 in cash for each TKT share, a premium of 44% to the four-week average |
Vicuron |
Pfizer Inc. |
6/16/05 |
3Q:05 |
$1.9B |
Agreement calls for Pfizer to pay $29.10 per share in cash, or $1.9B, a 74% premium to the 90-day price; Vicuron has two anti- infective drugs under review for FDA approval |
Xenova Group |
Celtic Pharma Group |
6/24/05 |
3Q:05 |
£26.1 (US$47.7) |
Celtic, a private equity firm, would pay up to £26.1 in notes, cash or a blend of each for Xenova; separately, Celtic licensed tech- nology and provided a $20M loan facility |
Xtrana Inc. |
Alpha Innotech Corp.* |
12/14/04 |
2H:05 |
ND |
Xtrana shareholders would own 17% of the combined company following the reverse merger; they would keep the Alpha Innotech name |
|
III. TERMINATED MERGERS AND ACQUISITIONS | |||||
Company |
Acquiring Company* | Date Announced | Termination Date | Value (M)** | Terms/Details |
| | |||||
Anosys Inc.* |
Chromos Molecular Systems Inc. (Canada; TSE:CHR) |
3/15/05 |
4/1/05 |
C$3.6 (US$3) |
Chromos, while announcing it was restructuring its business, said negotiations on the Anosys acquisition had ended; details were not disclosed |
IGI Inc. |
Senetek plc (OTC BB:SNTKY) |
10/27/04 |
4/6/05 |
ND |
Senetek called off merger discussions following several revisions to the proposed deal; the companies intend to collaborate on their respective technologies |
| | |||||
|
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. It does not include acquisitions of single products or of manufacturing facilities and plants. | |||||
|
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 those deals that have been completed, and for which the acquiring company is issuing stock, 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. | |||||
Unless otherwise indicated, shares are traded on Nasdaq. | |||||
|
AMEX = American Stock Exchange; ASX = Australian Stock Exchange; CSE = Copenhagen Stock Exchange; FSE = Frankfurt Stock Exchange; LSE = London Stock Exchange; NYSE = New York Stock Exchange; OTC BB = Over-the-Counter Bulletin Board; SSE = Stockholm Stock Exchange; TSE = Toronto Stock Exchange. | |||||
