Johnson & Johnson agreed to acquire Actelion Pharmaceuticals on Jan. 26 for approximately $30 billion.
Actelion specializes in treatments for pulmonary arterial hypertension, including macitentan (Opsumit), selexipag (Uptravi), bosentan (Tracleer), epoprostenol for injection (Veletri) and iloprost (Ventavis).
The boards of directors of both companies approved the transaction, which is subject to customary closing conditions. The companies said in a news release that they expect the deal to be closed by the end of the second quarter of 2017.
Johnson & Johnson said it would acquire all of Actelion’s outstanding shares for $280 per share. The company expects the deal to be immediately accretive to its adjusted earnings per share.
After completion of the deal, Actelion plans on spinning out its drug discovery operations and early-stage clinical development assets into a new company, which Johnson & Johnson has temporarily named “R&D NewCo.” The shares of the new company will be listed on the SIX Swiss Exchange in Switzerland, where Actelion is based. Actelion’s shareholders will receive shares of the new company via a stock dividend.
Jean-Paul Clozel, MD, Actelion’s CEO and founding member, will lead the new company. Johnson & Johnson will hold 16 percent of the shares in the new company, have an option to purchase an additional 16 percent and have an option to the rights of ACT-132577, a medication being developed for resistant hypertension.
On Nov. 25, Actelion confirmed in a news release that Johnson & Johnson had inquired about acquiring the company. However, Johnson & Johnson withdrew from the discussions in mid-December, and Sanofi approached Actelion about a deal. One week later, Johnson & Johnson and Actelion entered into exclusive negotiations, which culminated with the acquisition announcement on Jan. 26.
“We believe this transaction offers compelling value to both Johnson & Johnson and Actelion shareholders,” Johnson & Johnson chairman and CEO Alex Gorsky said in a news release. “Actelion has built an attractive, growing business with world-class commercial and clinical development capabilities. Adding Actelion’s portfolio to our already strong Janssen Pharmaceuticals business is a unique opportunity for us to expand our portfolio with leading, differentiated in-market medicines and promising late-stage products.”
Executive Editor
Tim Casey joined TriMed Media Group in 2015 as Executive Editor. For the previous four years, he worked as an editor and writer for HMP Communications, primarily focused on covering managed care issues and reporting from medical and health care conferences. He was also a staff reporter at the Sacramento Bee for more than four years covering professional, college and high school sports. He earned his undergraduate degree in psychology from the University of Notre Dame and his MBA degree from Georgetown University.