Mergers/Acquisitions

Pfizer acquires Array in oncology focused deal

BY Richard Summerfield

Pfizer Inc is to acquire Array BioPharma Inc in a deal with a total enterprise value of $11.4bn, pending customary closing conditions, including regulatory approvals.

Pfizer has agreed to pay $48 per share in cash for each Array share held. The agreed price represents a 62 percent premium over Array’s closing price on Friday. The deal is expected to complete in the second half of 2019.

The deal will significantly improve Pfizer’s pipeline of drugs in the increasingly profitable oncology space. Array’s product portfolio includes two drugs in more than 30 clinical trials for different kinds of cancer, particularly colorectal cancer, which, the companies said, is the third most common form of cancer in the US.

“Today’s announcement reinforces our commitment to deploy our capital to bring breakthroughs that change patients’ lives while creating shareholder value,” said Albert Bourla, chief executive at Pfizer. “The proposed acquisition of Array strengthens our innovative biopharmaceutical business, is expected to enhance its long-term growth trajectory, and sets the stage to create a potentially industry-leading franchise for colorectal cancer alongside Pfizer’s existing expertise in breast and prostate cancers.”

“We are incredibly proud that Pfizer has recognised the value Array has brought to patients and our remarkable legacy discovering and advancing molecules with great potential to impact and extend the lives of patients in critical need,” said Ron Squarer, chief executive at Array . “Pfizer shares our commitment to patients and a passion for advancing science to develop even more options for individuals with unmet needs. We’re excited our team will have access to world-class resources and a broader research platform to continue this critical work.”

“We are very excited by Array’s impressive track record of successfully discovering and developing innovative small-molecules and targeted cancer therapies,” said Mikael Dolsten, chief scientific officer and president of worldwide research, development and medical at Pfizer. “With Array’s exceptional scientific talent and innovative pipeline, combined with Pfizer’s leading research and development capabilities, we reinforce our commitment to advancing the most promising science, regardless of whether it is found inside or outside of our labs.”

Array is expected to generate $274m in revenue this year, and that figure is expected to pass $1bn by 2022.

News: Pfizer makes $10.6 billion cancer bet in cash deal for Array Biopharma

Dassault Systèmes and Medidata Solutions agree $5.8bn merger

BY Richard Summerfield                                                                                           

French software company Dassault Systèmes is to acquire American firm Medidata Solutions in an all-cash deal worth $5.8bn.

Dassault will pay $92.25 per share for Medidata, a price which represents a slight discount to the company’s closing price of $94.75 on 11 June, the day before the deal was announced. However, it also represents a premium of 6.6 percent to Medidata’s 50-day average price of $86.50 over the last 50 days.

“Today marks a significant milestone for the Life Sciences industry and the value of the virtual world to address the complexity of developing personalized medicine and patient-centric experiences. Multidiscipline scientific innovation and industrial performance call for a platform approach connecting the dots between people, ideas and data,” said Bernard Charlès, vice chairman and chief executive of Dassault Systèmes.

He continued: “Medidata’s leading position in clinical trials complements our life sciences solutions on the 3DEXPERIENCE collaborative platform. Medidata’s recent expansion into real world evidence and analytics coupled with the power of modelling and simulation demonstrates how the virtual world will catalyze the next generation of patient-inclusive therapeutics. We are now well positioned to be the enabler of the Life Sciences industry transformation, illustrating our company’s purpose of harmonizing product, nature and life.”

The deal for Medidata will strengthen Dassault’s position in the life sciences sector and boost earnings from 2020 onward, Medidata noted in a statement announcing the deal.

“Our mission to get the right treatment, to the right patient, at the right time has fueled our 20-year journey of innovation and commitment to the life sciences industry,” said Tarek Sherif, co-founder, chairman and CEO of Medidata. “We share common vision, values and passion with Dassault Systèmes, and our combined talents will empower the life sciences industry with an end-to-end business platform.”

“Facilitating new therapeutic innovations to become the next standards of care has been our commitment since day one,” said Glen de Vries, co-founder and president of Medidata. “Ultimately, we will unlock enormous opportunities for our customers and patients, advancing life sciences in the age of precision medicine.”

The deal is expected to close in the fourth quarter of 2019, subject to certain regulatory approvals, approval by the majority of Medidata’s shareholders and other customary closing conditions.

News: Dassault Systemes targets life sciences with $5.8 billion Medidata deal

Cypress Semiconductors sold in $10bn deal

BY Richard Summerfield

Cypress Semiconductors is to be acquired by Infineon in a $10bn deal, including debt, the companies have announced.

The cash offer of $23.85 per share represents a 46 percent premium to Cypress’ share price over the last month. The deal, which is subject to regulatory approval, is expected to close by the end of 2019 or in early 2020. The companies expect the merger to generate around $180m in cost synergies.

The combined company will be the world’s eighth largest chipmaker and the largest suppler of chips to car and vehicle companies. The purchase has been underwritten by a bank consortium. Infineon expects that approximately 30 percent of the $10bn price tag will be financed through equity, while the rest will be managed through debt and cash on hand reserves.

“The planned acquisition of Cypress is a landmark step in Infineon’s strategic development,” said Reinhard Ploss, chief executive of Infineon. “We will strengthen and accelerate our profitable growth and put our business on a broader basis. With this transaction, we will be able to offer our customers the most comprehensive portfolio for linking the real with the digital world. This will open up additional growth potential in the automotive, industrial and Internet of Things sectors. This transaction also makes our business model even more resilient. We look forward to welcoming our new colleagues from Cypress to Infineon. Together, we will continue our shared commitments to innovation and focused R&D investments to accelerate technology advancements.”

“The Cypress team is excited to join forces with Infineon to capitalize on the multi-billion dollar opportunities from the massive rise in connectivity and computing requirements of the next technology waves,” said Hassane El-Khoury, president and chief executive of Cypress. “This announcement is not only a testament to the strength of our team in delivering industry-leading solutions worldwide, but also to what can be realized from uniting our two great companies. Jointly, we will enable more secure, seamless connections, and provide more complete hardware and software sets to strengthen our customers’ products and technologies in their end markets. In addition, the strong fit of our two companies will bring enhanced opportunities for our customers and employees.”

News: Infineon revs up auto business with $10 billion Cypress deal

TSYS goes Global

BY Richard Summerfield

Global Payments Inc is to acquire rival Total System Services Inc (TSYS) for around $21.5bn in stock, the companies have announced.

The deal is Global Payment’s largest ever acquisition and the third ‘mega merger’ announced in the increasingly active payments industry this year. The all-stock deal values TSYS at $119.86 per share, an increase of 20 percent on the company’s stock price since before news of the talks between the companies began to emerge.

Once completed, the deal will see Global Payments shareholders own 52 percent of the combined company, while TSYS investors will own the remaining 48 percent. TSYS chief executive Troy Woods will become the combined company’s chairman. The company will have a total equity value of around $40bn.

“The combination of Global Payments and TSYS establishes the leading pure play payments technology company with unparalleled vertical market and payment software capabilities and ecommerce and omnichannel solutions, operating at scale in fast growing markets globally,” said Jeff Sloan, chief executive of Global Payments. “This transformative partnership accelerates our technology-enabled, software-driven payments strategy and provides exposure into attractive and complementary businesses, while enhancing our financial strength and flexibility.”

He continued: “We could not be more excited about the future as we bring together two industry leaders with strong businesses and cultures that will generate significant opportunities for our employees, customers, partners and shareholders worldwide.”

“In this exciting merger of equals, our new company will truly be a payments powerhouse that is perfectly poised to lead the industry in delivering merchant, issuer and consumer payments technology, solutions and service to our customers,” said Mr Woods, chairman, president and chief executive of TSYS. “Our companies share common values, a strong culture of putting people first, and a relentless commitment to doing the right thing, making this combination the perfect fit. The entire TSYS team is proud to link arms with Global Payments, and we look forward to leading the market as the preeminent payment solutions provider.”

Upon closing, Global Payments will process in excess of 50 billion transactions annually in 38 countries physically and over 100 countries virtually, employing over 3500 sales and sales support professionals worldwide.

News: Global Payments to buy TSYS for $21.5 billion in latest fintech deal

Bouncing back

BY Richard Summerfield

M&A activity across a number of regions is expected to bounce back in the third quarter of 2019, according to the Q3 2019 issue of the Intralinks Deal Flow Predictor report.

The report forecasts the number of M&A announcements by tracking early-stage M&A activity, defined as new sell-side M&A transactions that are in preparation or have begun their due diligence stage. On average, early-stage deals are six months away from public announcement.

Undoubtedly, the year got off to a disappointing start. The worldwide number of announced M&A deals fell by 17 percent year-over-year in Q1 2019, according to Intralinks — the biggest such decline since 2002 and the sixth largest decline in any quarter for the past 30 years.

However, the outlook for Q3 appears to be much brighter. In North America, for example, M&A deals announced in Q1 2019 fell by 29 percent year-over-year. Yet looking forward, Intralinks’ predictive model anticipates that the number of announced M&A deals is expected to increase by around 3 percent year-on-year over the next six months. Europe, the Middle East and Africa are expected to see growth of around 1 percent. The strongest growth contributions are expected in the real estate, healthcare and technology, media and telecoms (TMT) sectors. France, Germany, Italy and Spain are expected to see the largest increase in M&A announcements.

The Asia-Pacific (APAC) region is forecast to see growth of around 4 percent. Within APAC, all regions except Southeast Asia and South Korea are demonstrating growth in their volumes of early-stage M&A activity. Looking forward, North Asia (China, Hong Kong), India, Japan and Australasia are expected to make the strongest contributions to APAC’s growth.

In Latin America, however, announced M&A deals are expected to fall by around 6 percent year-on-year. Any growth there is anticipated to occur in the materials, energy and power and TMT sectors. Brazil, Chile, Mexico and Peru, the largest economies in the Latin American region, are predicted to show year-on-year increases in M&A announcements.

The strongest growth in worldwide deal announcements is expected to come from the real estate, energy & power and financials sectors.

Report: Intralinks Deal Flow Predictor for Q3 2019

©2001-2019 Financier Worldwide Ltd. All rights reserved.