I. COMPLETED MERGERS AND ACQUISITIONS | |||||
Company Acquired* (Country; Symbol) | Acquired By Or Merged With* (Country; Symbol) | Date Announced | Date Completed | Value (M)** |
Terms/Details |
| | |||||
Access Oncology Inc.* |
Keryx Biopharmaceuticals Inc. (KERX) |
1/8/04 |
2/6/04 |
$44.3 |
Keryx assumed about $7.5M in Access debt and was to issue up to 4M shares valued at $36.8M when the deal was completed, if certain milestones were met |
Certain assets of Amarin Corp plc (UK; AMRN) |
Valeant Pharmaceuticals International (NYSE:VRX) |
2/2/04 |
2/26/04 |
$38 |
Valeant acquired certain Amarin assets, including Amarin Pharmaceuticals Inc. and all of its U.S. products, for $38M in cash and up to $8M in milestones related to approval of Zelapar |
Aneda Ltd.* (UK; formerly Edinburgh Biocomputing Systems) |
QBioCom Ltd.* (UK) |
12/22/03 |
12/22/03 |
$1.7 |
QBio acquired Aneda for $1.7M; specific details of the deal were not disclosed |
Antalium Inc.* (Canada) |
Neuroceptor Inc.* (Canada) |
3/22/04 |
3/22/04 |
ND |
The companies, both spun off from universities in Canada, merged to form PainCeptor Pharma Corp.; at the same time the new company raised C$23M (US$17.3M) |
Applied Molecular Evolution Inc. (AMEV) |
Eli Lilly and Co. (NYSE:LLY) |
11/21/03 |
2/12/04 |
$400 |
AME shareholders received $18 per share in cash or in Lilly stock, making the deal worth $400M, net of cash; the offer was a premium of better than 50% to AME's share price at the time of the offer |
Bacterial Barcodes Inc.* |
Spectral Genomics Inc.* |
3/15/04 |
3/15/04 |
ND |
Both companies were founded on technology from Baylor College of Medicine and focus on applying molecular biology methods to genomics; terms were not disclosed |
BioReliance Corp. (BREL) |
Invitrogen Inc. (IVGN) |
12/24/03 |
2/10/04 |
$500 |
Invitrogen paid about $500M, including the assumption of $70M in debt, by purchasing each BioReliance share for $48 in cash |
Celscia Therapeutics Inc.* |
KaloBios Inc.* |
1/12/04 |
1/12/04 |
ND |
The companies merged under the KaloBios name and will focus on development of fully human antibody therapeutics; terms were not disclosed |
Ceptor Inc.* |
Xechem International Inc. (OTC BB:XKEM) |
12/9/03 |
12/30/04 |
$6.3 |
Xechem issued about $6M of convertible stock in the transaction, and assumed debt of $300,000; Ceptor shareholders also could get milestone payments as products progress |
Ceros Pharmaceuticals Inc.* |
Auxeris Therapeutics Inc.* |
1/14/04 |
1/14/04 |
ND |
Auxeris acquired all technology assets of Ceros under terms that were not disclosed; Ceros focuses on bone diseases |
ChromaGenics BV* (the Netherlands) |
Crucell NV (the Netherlands; CRXL) |
3/11/04 |
3/11/04 |
€4 |
The value of the deal could increase if certain revenue milestones are met; ChromaGenics, spun out of the University of Amsterdam, has technology for producing recombinant human antibodies |
Congressional Pharmaceutical Corp.* |
Hollis-Eden Pharmaceuticals Inc. (HEPH) |
2/25/04 |
2/25/04 |
ND |
CPC shareholders are getting an undisclosed number of Hollis-Eden shares, and could get more as products progress, as well as potential sales royalties; CPC holds patents from the University of Chicago on mutagenesis |
Fractal Genomics* |
Health Discovery Corp. Inc. (OTC BB:HDVY) |
9/2/03 |
1/5/04 |
ND |
Terms of the acquisition were not disclosed |
European sales operations of Elan Corp. plc (Ireland; NYSE:ELN) |
Medeus Pharma Ltd.* (UK) |
2/13/04 |
2/13/04 |
$120 |
Apax Partners and Medeus CEO Bryan Morton formed the acquiring company, which starts with three marketed drugs and offers sales services in Europe |
Endeavor Pharmaceuticals Inc.* |
Barr Laboratories Inc. (NYSE:BRL) |
12/3/03 |
12/3/03@ |
$35.6 |
Barr paid about $35.6M in the acquisition; Endeavor focuses on hormone therapies, and has NDAs before the FDA for formulations of its Enjuvia product |
Esperion Therapeutics Inc. (ESPR) |
Pfizer Inc. (NYSE:PFE) |
12/21/03 |
2/11/04 |
$1.3B |
Pfizer paid $35 per share in cash for each Esperion share, a 54% premium to the 20-day average prior to the deal's disclosure; Esperion became a Pfizer division and remains in Ann Arbor, Mich. |
Genesoft Pharmaceuticals Inc.* |
Genome Therapeutics Corp. (GENE) |
11/18/03 |
2/6/04 |
$204.8 |
Companies merged in deal under which Genome Therapeutics issued 28.6M shares to Genesoft and took on $24M in Genesoft debt; concurrent with the merger the company raised $88.2M in a financing and had about 73.5M shares outstanding |
Genovac GmbH* (Germany) |
Aldevron LLC* |
3/10/04 |
3/10/04 |
ND |
Terms of the acquisition were not disclosed; Genovac has technology for generating monoclonal antibodies with genetic immunization, and sells antibodies |
HepatoTech Inc.* |
CellzDirect Inc.* |
2/11/04 |
2/11/04 |
ND |
CellzDirect acquired HepatoTech, which focuses on the isolation and culture of hepatocytes from multiple species; terms were not disclosed |
Hesperion Ltd. (majority-owned subsidiary of Actelion Ltd.; Switzerland; SWX: ATLN) |
Cerep SA (France; Nouveau Marche:CERF) |
1/15/04 |
2/9/04 |
€10.2 |
Cerep acquired the clinical development services business, 70% of which was owned by Acelion |
Hyalozyme Therapeutics Inc.* |
Global Yacht Services (OTC BB:GYHT) |
3/12/04 |
3/12/04 |
ND |
Reverse merger under which Hyalozyme is gaining a listing on the OTC BB under the symbol HZYM, gaining control of the merged company and changing its name to Halozyme Therapeutics Inc. |
IGEN International Inc. (IGEN) |
Roche Holding Ltd. (Switzerland) |
7/25/03 |
2/13/04 |
$1.4B |
Roche paid $47.25 in cash for each IGEN share; IGEN shareholders also got one share of BioVeris Corp. stock for each IGEN share; BioVeris was spun off by IGEN |
Influx Inc.* |
Protez Pharmaceuticals Inc.* |
2/24/04 |
2/24/04 |
ND |
Terms of the acquisiton were not disclosed; Influx has technologies applicable to antibiotic research and development |
Most assets of Interferon Sciences Inc. (OTC BB:IFSC) |
Hemispherx Biopharma Inc. (AMEX:HEB) |
3/11/03 |
3/18/04 |
$1.67 |
Hemispherx completed the second part of its two-part acquisition of all rights related to ISI's Alferon N product; it is issuing about 487,000 shares with a guaranteed value of of $675,000, and taking on $2.5M in ISI obligations; ISI also will get royalties of 6% on sales of the natural interferon product |
Light Biology Inc.* |
NimbleGen Systems Inc.* |
3/8/04 |
3/8/04 |
ND |
NimbleGen acquired the firm based on University of Texas Southwestern Medical Center technology focused on DNA micro- arrays |
Neurologix Inc.* |
Change Technology Partners (OTC BB:CTPI) |
8/14/03 |
2/11/04 |
ND |
Companies completed reverse merger under which CTP owns about 32% of the combined company; the company is going by the Neurologix name with a ticker symbol of NLGX |
Novuspharma SpA (Italy; Nuovo Mercato: NOV) |
Cell Therapeutics Inc. (CTIC) |
6/17/03 |
1/2/04 |
$146 |
Cell Therapeutics issued about 15.6M CTIC shares for the 6.4M outstanding Novuspharma shares; the value of the deal is based on the Jan. 2 closing price of Cell Therapeutics shares |
OraGen Corp.* |
Enzo Biochem Inc. (NYSE:ENZ) |
2/26/04 |
2/26/04 |
ND |
Enzo acquired OraGen, a company focused on immune regulation, under undisclosed terms |
Diagnostics unit of Orchid BioSciences Inc. (ORCH) |
Tepnel Life Sciences plc (UK; AIM:TED) |
10/31/03 |
1/22/04 |
$3.45 |
Tepnel acquired Orchid Diagnostics for $3.45M in cash, plus assumption of certain liabilities; the unit now is named Tepnel Lifecodes Corp. in the U.S. and Tepnel Diagnostics Ltd. in Europe |
OXIS International Inc. (OTC BB:OXIS) |
Axonyx Inc. (AXYX) |
1/20/04 |
2/27/04 |
$11.2 |
Axonyx acquired about 52.9% of OXIS through the issuance of Axonyx shares in late February and early March; together with the stake already held by Axonyx's chairman, Axonyx owns 15.1M OXIS shares, or 57% of the company |
Phylos Inc.* |
Compound Therapeutics Inc.* |
3/9/04 |
3/9/04 |
ND |
CTI acquired Phylos and its display technology called PROFusion, a platform for binding proteins called Trinectins, and a Trinectin program in oncology |
Proteopharma ApS* (Denmark) |
Borean Pharma A/S* (Denmark) |
2/18/04 |
2/18/04 |
ND |
Borean acquired Proteopharma, which has patents for a protein that may reduce arterial cholesterol plaque and prevent blood clots; terms were not disclosed |
Pure Encapsulations Inc.* |
Atrium Biotechnologies Inc. (majority owned by AEterna Laboratories Inc.; Canada; TSE:AEL) |
3/3/04 |
3/3/04 |
C$50 (US$37.8) |
Atrium paid cash in the acquistion of Pure Encapsulations, which focuses on nutritional supplements and had 2003 sales of more than C$25M |
Receptopharm Inc.* |
Nutra Pharma Corp. (OTC BB:NPHC) |
12/15/03 |
2/20/04 |
$2 |
Nutra Pharma acquired 49.5% of Receptopharm in exchange for a payment of $500,000 and another $1.5M over the next seven months |
Probiotics and manufacturing business of Scolr Inc. (OTC BB:SCLL) |
Newly formed company |
1/5/03 |
1/20/03 |
$2.72 |
The purchaser is a company formed by a Scolr officer; $722,756 in cash was paid at the closing and deferred payments will total at least $2M; potential additional payments are tied to certain sales levels and royalties |
Therapeutic plasma business of Serologicals Corp. (SERO) |
Gradipore Ltd. (Australia; ASX:GDP) |
12/19/03 |
1/15/04 |
$18 |
Gradipore purchase the 10 plasma collection centers and a central testing labortory; when announced, the deal called for payment of $5M in cash and the rest in a secured promissory note |
Sterix Ltd.* (UK) |
Ipsen Group (France) |
3/3/04 |
3/3/04 |
ND |
Ipsen paid an undisclosed amount for Sterix in a deal that strengthens its oncology pipeline |
Tanshan Yian Biological Engineering Co. Ltd.* (China) |
Sinovac Biotech Ltd. (China; OTC BB:SNVBF) |
1/30/04 |
1/30/04 |
$11.9 |
Sinovac acquired Tanshan by issuing 3.5M shares and paying $2.2M in cash; He Ping Wang is the sole shareholder of Tangshan and a director of Sinovac |
TheraSci Ltd.* (UK) |
CeNeS Pharmaceuticals plc (UK; LSE:CEN) |
11/24/03 |
11/24/03@ |
£3.7M (US$6.45) |
CeNeS paid up to US$6.45M for TheraSci by issuing up to 45.7M ordinary 1 pence shares, representing 22.2% of the company |
Tissue Informatics Inc.* |
Paradigm Genetics Inc. (PDGM) |
1/29/04 |
3/11/04 |
$4.5 |
Paradigm issued about 3.4M shares in the acquisition; another 2.7M additional shares could be issued based on achievement of milestones by the end of 2004 |
Certain assets of Xenova Group plc (UK; XNVA) |
Bioventix Ltd.* (UK) |
1/6/04 |
1/6/04 |
£0.8M (US$1.48M) |
Bioventix, which was set up for this deal, acquired certain rights to intellectual property relating to super-high-affinity sheep antibodies not being developed by Xenova; Xenova got the assets through its acquis- ition of Biomedix Holdings plc |
II. PENDING MERGERS AND ACQUISITIONS | |||||
Company To Be Acquired* (Country; Symbol) | Acquiring Company* (Country; Symbol) | Date Announced | Expected Completion | Value (M)** |
Terms/Details |
AB Technology Inc.* |
Bioniche Life Sciences Inc. (Canada; TSE:BNC) |
1/10/04 |
1Q:04 |
ND |
AB Technology would operate as a unit of Bioniche Animal Health USA Inc., a division of Bioniche; the focus would be on embryo transfer technologies |
Amersham plc (UK;NYSE:AMH) |
General Electric Co. (NYSE:GE) |
10/10/03 |
1H:04 |
£5.7B (US$10B) |
GE agreed to purchase Amersham in an all-stock deal that would give Amersham 3% of the combined company |
Aton Pharma Inc.* |
Merck & Co. Inc. (NYSE:MRK) |
2/23/04 |
1Q:04 |
ND |
Terms of the deal were not disclosed, but consideration consists of up-front and contingent payments based on the regulatory filing, approval and sale of Aton products; Aton would become a wholly owned Merck subsidiary |
Axon Instruments Inc. (OTC BB:AXNIF) |
Molecular Devices Corp. (MDCC) |
3/21/04 |
2Q:04 |
$140 |
Companies entered a definitive agreement under which MDC would acquire Axon for $70M in stock and $70M in cash; MDC would assume Axon's $29M in cash and marketable securities |
BresaGen Inc. (subsidiary of BresaGen Ltd.*; Australia) |
CyThera Inc.* |
11/27/03 |
1Q:04 |
ND |
CyThera is acquiring the cell therapy division based at the University of Georgia; after the deal and a concurrent financing, BresaGen would own 30% of the company |
CIMA Labs Inc. (CIMA) |
Cephalon Inc. (CEPH) |
8/21/03 |
2Q:04 |
$397 |
Cephalon offered $26 per share for CIMA, valuing the potential merger at $260M; CIMA first said it would not accept the the offer because it was considered inferior to a deal being negotiated with aaiPharma Inc.; but on Nov. 3, CIMA and Cephalon signed a definitive merger agreement under which Cephalon would pay $34 in cash per share, or $515M ($397M net of cash) |
Clinomics Biosciences Inc.* |
Cytomyx Holdings plc (UK; LSE:CYX) |
12/15/03 |
ND |
ND |
Cytomyx entered a conditional agreement for the acquisition of Clinomics; details were not disclosed |
Corgenix Medical Corp. (OTC BB:CONX) |
Genesis Bioventures Inc. (AMEX:GBI) |
8/5/03 |
3Q:04 |
$8 |
Genesis plans to merge with Corgenix, issuing 14M shares in exchange for 100% of Corgenix's outstanding shares in a deal valued at about $8M; the companies said in March 2004 they signed a definitive agreement after meeting a financing condition |
Dharmacon Inc.* |
Fisher Scientific International Inc. (NYSE:FSH) |
2/11/04 |
1Q:04 |
$80 |
Companies reached a definitive agreement for the purchase of Dharmacon for $80M in cash; Dharmacon focuses on RNA interference research |
Dragon Pharmaceutical Inc. (Canada; TSE:DDD) |
Oriental Wave Holding Ltd.* (China) |
3/24/04 |
3Q:04 |
ND |
Companies entered definitive merger agreement under which Dragon would own about 31.65% of the combined company; Oriental Wave, incorporated in the British Virgin Islands, is the sole shareholder of a China-based pharmaceutical company |
Duska Scientific Co.* |
Shiprock Inc. (OTC BB:SRKI) |
3/4/04 |
2Q:04 |
ND |
Shiprock plans to change its name to Duska Therapeutics Inc. after the merger and focus on the Duska business; Duska would own 92% of the combined company; the deal is contingent on Duska securing $2.65M in financing |
Enzymes SA Pty. Ltd.* (South Africa) |
Novozymes A/S* (Denmark) |
3/18/04 |
3Q:04 |
ND |
Novozymes plans to acquire the 51% it doesn't own in the joint venture with Enzymes, which distributes Novozymes' products in South Africa |
Hycor Biomedical Inc. (HYBD) |
Stratagene Corp.* |
7/25/03 |
3Q:04 |
ND |
Companies plan merger, with Hycor shareholders receiving about 0.62 of a Stratagene share for each share of Hycor, whose shareholders would own about 23% of the combined company; the deadline for closing the deal was extended in February to June 15 |
ILEX Oncology Inc. (ILXO) |
Genzyme Corp. (GENZ) |
2/26/04 |
2Q:04 |
$1B |
ILEX shareholders would get $26 in Genzyme stock for each share held, a premium of about 22% to the prior day's close; ILEX, which has approval for the cancer drug Campath, would stay in San Antonio |
Physicians Services unit of Impath Inc. (OTC BB:INPHQ) |
Genzyme Corp. (GENZ) |
3/1/04 |
ND |
$215 |
Genzyme was the lead bidder for the unit, which focuses on oncology testing; any deal would follow a competitive auction process as called for under bankruptcy laws; the unit would be combined with Genzyme Genetics |
Lark Technologies Inc. (OTC BB:LRTK) |
Genaissance Pharmaceuticals Inc. (GNSC) |
12/19/03 |
2Q:04 |
$19.9 |
Genaissance plans to purchase Lark for about 6.7M shares; the deal is subject to approval from shareholders of both firms; Lark shareholders will vote on the merger April 1 |
Nadag AG* (Germany) |
Sireen AG* (Germany) |
1/13/04 |
2Q:04 |
ND |
Companies agreed to merge to form Sirenade Pharmaceuticals AG; they plan to raise €20M, with €11M commited post-merger from 3i Group, ABN Amro, Deutsche VC and Renaissance Ventures; Bioscience Man- agers Ltd. was adviser in the merger and will continue in that role in the financing; terms of the deal were not disclosed |
NexTherapeutics Inc.* |
Harvard Group Inc.* |
2/12/04 |
ND |
ND |
Harvard plans to buy the antibody development company; terms were not disclosed |
Nostrum Pharmaceuticals Inc.* |
Elite Pharmaceuticals Inc. (AMEX:ELI) |
8/8/03 |
ND |
$74.56 |
Elite plans to acquire Nostrum for about 32M shares, valued at $74.56M, and options to acquire additional Elite shares |
Syn-X Pharma Inc. (Canada; TSE:SYY) |
Nanogen Inc. (NGEN) |
2/10/04 |
2Q:04 |
$12.3 |
Nanogen plans to issue stock in the deal under which Syn-X would operate as a business unit; they would keep the Syn-X name and facility in Toronto |
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 has been calculated based on the closing price on the day prior to the first announcement. For those deals that have been completed, and for which the acquiring company is issuing stock, the final value has been calculated based on the closing price on the date that the merger's completion was announced. | |||||
Value includes assumption of debt, where appropriate. | |||||
* 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. | |||||
@ Deal was completed before this chart's time frame, but was not included in the previous M&A chart. | |||||
ND = Not disclosed, reported and/or available. | |||||
Unless otherwise indicated, shares are traded on Nasdaq. | |||||
AIM = Alternative Investment Market of the London Stock Exchange; AMEX = American Stock Exchange; ASX = Australian Stock Exchange; LSE = London Stock Exchange; NYSE = New York Stock Exchange; OTC BB = Over-the-Counter Bulletin Board; SWX = Swiss Stock Exchange; TSE = Toronto Stock Exchange. | |||||
