|To: richardred who wrote (4610)||9/8/2021 12:32:55 PM|
|Perrigo to Acquire Leading Consumer Self-Care Company, HRA Pharma|
- Transaction would complete Perrigo's three-year transformation plan to become a global leader in consumer self-care; positions Perrigo to deliver top-tier net sales growth and double-digit EPS growth, with significant margin expansion.
- Would add HRA's focused portfolio of market leading, high growth OTC self-care brands in blister care, women's health and scar care to Perrigo's expert direct go-to-market platform.
- Acquisition of HRA for €1.8 billion, or approximately $2.1 billion(1), in cash would represent an enterprise value to expected 2022 adjusted EBITDA multiple of 18x. Adding anticipated synergies expected by 2023 on a pro forma basis, purchase price would represent an adjusted EBITDA multiple of less than 14x.
- Would significantly strengthen Perrigo's global footprint by adding scale in key European markets.
- Overlap with existing geographies expected to provide significant and actionable operational synergies.
- Transaction is anticipated to accelerate results for both Consumer Self-Care segments and be immediately accretive to Perrigo, adding approximately €400 million in net sales and approximately $1.00 in adjusted EPS in FY 2023.
- HRA's seasoned leadership team will remain in place to minimize any business disruption from integration.
- Conference call and webcast scheduled for today, September 8, 2021, at 8:30 A.M. EDT to discuss transaction.
(1) Assumes euro/dollar exchange rate of €1.00/$1.19 as of September 7, 2021.
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|To: richardred who wrote (5967)||9/8/2021 12:37:09 PM|
Sanofi To Acquire Kadmon To Further Strengthen Growth of Transplant Business
September 8, 2021 at 1:00 AM EDT
Adds Rezurock™ (belumosudil) an FDA-approved, first-in-class treatment for adult and pediatric patients 12 years and older with chronic graft-versus-host disease (cGVHD) after failure of at least two prior lines of systemic therapy
PARIS, FRANCE and NEW YORK, NY / ACCESSWIRE / September 8, 2021 / Sanofi has entered into a definitive merger agreement with Kadmon Holdings, Inc. (NASDAQ:KDMN) a biopharmaceutical company that discovers, develops, and markets transformative therapies for disease areas of significant unmet medical needs. The acquisition supports Sanofi's strategy to continue to grow its General Medicines core assets and will immediately add Rezurock™ (belumosudil) to its transplant portfolio. Rezurock is a recently FDA-approved, first-in-class treatment for chronic graft-versus-host disease (cGVHD) for adult and pediatric patients 12 years and older who have failed at least two prior lines of systemic therapy.
Shareholders of Kadmon common stock will receive $9.50 per share in cash, which represents a total equity value of approximately $1.9 billion (on a fully diluted basis). The Sanofi and Kadmon Boards of Directors unanimously approved the transaction.
"We are transforming and simplifying our General Medicines business and have shifted our focus on differentiated core assets in key markets," said Olivier Charmeil, Executive Vice President General Medicines. "We are thrilled to add Kadmon's Rezurock to our well-established transplant portfolio. Our existing scale, expertise, and relationships in transplant create an ideal platform to achieve the full potential of Rezurock, which will address the significant unmet medical needs of patients with chronic graft-versus-host disease around the world."
"We are excited that Sanofi has acknowledged the value of Rezurock and the deep potential of our pipeline," said Harlan Waksal, M.D., President and Chief Executive Officer, Kadmon. "By leveraging Sanofi's global resources and long-standing expertise in developing and commercializing innovative medicines, Rezurock is now well positioned for global accessibility, faster. I want to thank the entire Kadmon team, including management and the Board of Directors, and the Sanofi organization, for their ongoing commitment to patients and their caregivers."
Sanofi's transplant business mainly consists of Thymoglobulin® (anti-thymocyte globulin), a polyclonal, anti-human thymocyte antibody preparation that acts as a broad immunosuppressive and immunomodulating agent and Mozobil® (plerixafor), a hematopoietic stem cell mobilizer. Both products are among General Medicines core assets and are currently registered and marketed in more than 65 countries.
In July 2021, the FDA approved Rezurock for the treatment of adult and pediatric patients 12 years and older with cGVHD after the failure of at least two prior lines of systemic therapy. Rezurock was launched in August in the United States. It is the first and only approved small molecule therapy that inhibits the Rho-associated coiled-coil kinase 2 (ROCK2), a signaling pathway that modulates inflammatory response and fibrotic processes. Sanofi will work closely with regulatory authorities across different geographies to ensure that patients suffering from cGVHD can benefit from belumosudil treatment as early as possible. Kadmon is also developing Rezurock for the treatment of diffuse cutaneous systemic sclerosis, with an open-label Phase 2 clinical trial currently ongoing.
Kadmon's pipeline includes drug candidates for immune and fibrotic diseases as well as immuno-oncology therapies.
The transaction is expected to be modestly dilutive to Sanofi's EPS in 2022.
Under the terms of the merger agreement, holders of Kadmon's common stock will receive $9.50 per share in an all-cash transaction, reflecting a total equity value of Kadmon of approximately $1.9 billion. The offer price represents a premium of 79% over the closing price on September 7, 2021 and a premium of approximately 113% over the 60 trading days volume weighted average price.
The consummation of the transaction is subject to customary closing conditions, including the approval of holders of a majority of the outstanding shares of Kadmon voting stock, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and other customary conditions. Following the successful completion of the merger, a wholly owned subsidiary of Sanofi will merge with Kadmon and the outstanding Kadmon shares will receive $9.50 per share in cash. Sanofi plans to fund the transaction with available cash resources. Subject to the satisfaction or waiver of customary closing conditions, Sanofi expects to complete the acquisition in the fourth quarter of 2021.
Weil, Gotshal & Manges LLP is acting as legal counsel to Sanofi. Cantor Fitzgerald & Co. and Moelis & Company LLC are acting as exclusive financial advisors to Kadmon in the transaction, while DLA Piper LLP (US) is acting as legal counsel.
Kadmon is a biopharmaceutical company that discovers, develops, and delivers transformative therapies for unmet medical needs. Rezurock™ (belumosudil), an oral, once-daily tablet, is approved in the United States for the treatment of adult and pediatric patients 12 years and older with chronic graft-versus-host disease (cGVHD) after failure of at least two prior lines of systemic therapy. Kadmon's pipeline includes product candidates for immune and fibrotic diseases as well as immuno-oncology therapies. For more information, please visit www.kadmon.com.
Sanofi is dedicated to supporting people through their health challenges. We are a global biopharmaceutical company focused on human health. We prevent illness with vaccines, provide innovative treatments to fight pain and ease suffering. We stand by the few who suffer from rare diseases and the millions with long-term chronic conditions.
With more than 100,000 people in 100 countries, Sanofi is transforming scientific innovation into healthcare solutions around the globe.
Sanofi Media Relations Contacts
Tel.: +33 (0)6 25 09 14 25
Tel.: + 1 (908) 967-4605
Sanofi Investor Relations Contacts Paris
Sanofi Investor Relations Contact North America
Tel.: +33 (0)1 53 77 45 45
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|To: richardred who wrote (6085)||10/19/2021 5:06:28 PM|
|RE- Today's filing -after I added to ENZ today. I don't think Mr. Radoff is going away. He increased his ENZ stake from 6.4% to7.2%.|
Todays filing Form DFAN14A conferencecalltranscripts.com
>In light of the fact that the Board retained Cain Brothers in March, it is unacceptable that there was no meaningful update on the review during last week’s earnings presentation. Additionally, there was zero mention of the review process in yesterday's CEO succession plan announcement. This apparent lack of urgency and sparse communication leads me – and presumably many other shareholders – to fear that the Board is either unable or unwilling to legitimately pursue value-enhancing alternatives. Yesterday’s announcement has only compounded my fears.
|To: richardred who wrote (6039)||6/11/2021 11:09:54 AM|
|From: richardred|| Read Replies (1) of 6085|
|Added to ENZ today after the recently announced good earnings were scoffed on. The retained investment bankers Cain brothers made a recent transaction with Quest.-DGX With over a billion in cash. I'm sure they have money left over from the Quest transaction should they be interested in ENZ?|
Cain brothers recently completed this transaction. Mercy has sold its Outreach Laboratory Services business to Quest Diagnostics.
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|From: richardred||10/27/2021 12:19:13 PM|
|Taking a stab at Pinterest today @ < 46.after the failed merger with PayPal.|
Pinterest stock fell as much as 14% on Monday after PayPal said it is not exploring an acquisition of the social media company "at this time."
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