Pfizer to acquire Anacor Pharma for $5.2 billion in an all-cash deal
Pfizer and Anacor Pharmaceuticals have entered into a definitive merger agreement under which Pfizer will acquire Anacor for $99.25 per Anacor share, in cash, for a total transaction value, net of cash, of approximately $5.2 billion, Pfizer Inc said in a statement.
The Boards of Directors of both companies have unanimously approved the transaction, which also assumes the conversion of Anacor’s outstanding convertible notes, it added. Anacor’s flagship asset, crisaborole, is currently under review by the USFDA for the treatment of mild-to-moderate atopic dermatitis, commonly referred to as eczema.
Group President of Pfizer Global Innovative Pharma and Global Vaccines, Oncology and Consumer Healthcare Businesses Albert Bourla said, “We believe the acquisition of Anacor represents an attractive opportunity to address a significant unmet medical need for a large patient population with mild-to-moderate atopic dermatitis, which currently has few safe topical treatments available.”
Crisaborole is a differentiated asset with compelling clinical data that, if approved, has the potential to be an important first-line treatment option for these patients and the physicians who treat them, Bourla added. Anacor Pharmaceuticals Chairman and Chief Executive Officer Paul L Berns said the deal will deliver significant value to the company’s shareholders.
“We have a deep respect for Pfizer, and it is clear that they share our commitment to addressing the significant unmet medical needs in inflammatory disease... we are confident that Pfizer will help accelerate Anacor’s important mission given the strength of its global platform and resources,” he added.
In March 2016, the FDA accepted to review Anacor’s New Drug Application seeking approval of crisaborole for the potential treatment of mild-to-moderate atopic dermatitis in children and adults, the company said. The Prescription Drug User Fee Act (PDUFA) goal date for the completion of the FDA’s review is January 7, 2017. If approved, Pfizer believes peak year sales for crisaborole have the potential to reach or exceed $2 billion, it added.
Pfizer said it anticipates to finance the transaction through existing cash and it does not expect the transaction to impact its current 2016 financial guidance. Under the terms of the merger agreement, a subsidiary of Pfizer will commence a cash tender offer to purchase all of the outstanding shares of Anacor common stock for $99.25 per share in cash.
The company said the closing of the tender offer is subject to customary closing conditions, including US antitrust clearance and the tender of a majority of the outstanding shares of Anacor common stock. “The merger agreement contemplates that Pfizer will acquire any shares of Anacor that are not tendered into the offer through a second-step merger, which will be completed promptly following the closing of the tender offer,” it said.
Pfizer expects to complete the acquisition in the third-quarter of 2016. Pfizer has been looking at inorganic route of growth to enhance its position as the leading drugmaker in the world. In April this year, Pfizer had terminated its proposed $160 billion merger deal with Botox manufacturer Allergan following crackdown by the US government over tax avoidance deals.
Earlier in May 2014, Pfizer’s $117 billion takeover offer for AstraZeneca was rejected by the British pharma major stating that it undervalued the company.
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