HERTFORDSHIRE, England—June 16 saw Mylan N.V. announce that its Offer Document relating to its recommended public offer to the shareholders of Meda AB to tender all their shares in Meda to Mylan had been approved by the Swedish Financial Supervisory Authority and the offer would commence June 17.
The acceptance period for the offer runs up to and including July 29, 2016. Settlement is expected to commence around Aug. 10, 2016. Mylan noted that it reserves the right to extend the acceptance period and, to the extent necessary and permissible, will do so in order for the acceptance period to cover applicable decision-making procedures at relevant authorities. Mylan also reserves the right to postpone the settlement date. Mylan will announce any extension of the acceptance period and/or postponement of the settlement date by a press release in accordance with applicable laws and regulations.
Word that Mylan planned to acquire Meda first came back in early February, and that the deal had been unanimously approved by Mylan’s board of directors and unanimously recommended by Meda’s board of directors.
The combination of Mylan and Meda, the companies noted then, will “create a diversified global pharmaceutical leader with an expansive portfolio of branded and generic medicines and a strong and growing portfolio of over-the-counter (OTC) products. The combined company will have a balanced global footprint with significant scale in key geographic markets, particularly the U.S. and Europe.”
The combo of the two companies will also give Mylan an entry point into several new and attractive emerging markets, including China, Southeast Asia, Russia, the Middle East and Mexico, complemented by Mylan’s presence in India, Brazil and Africa.
“Mylan and Meda have a highly complementary therapeutic presence, which will create a leading global player in respiratory/allergy and achieve critical mass in dermatology and pain, offering greater opportunities for growth in these categories,” the companies noted.
The total equity value of the offer for all Meda shares is approximately $7.2 billion.
Following completion of the acquisition, Mylan expects to have an enhanced financial profile with approximately $11.8 billion in combined 2015 sales and combined 2015 adjusted EBITDA of approximately $3.8 billion. The combined business will have a portfolio of more than 2,000 products across the branded/specialty, generics and OTC segments, sold in more than 165 markets around the world.
“This transaction builds on everything we have put in place around the world, including our recent acquisition of the Abbott non-U.S. developed markets specialty and branded generics business. Meda brings us greater scale, breadth and diversity across products, geographies and sales channels, and together we will have an even stronger global commercial infrastructure,” said Mylan’s CEO, Heather Bresch. “We have been very clear about our commitment to enter the OTC space and continue our expansion in emerging markets and, with this transaction, we will have an approximately $1-billion OTC business at close and gain entry into new growth markets such as China, Southeast Asia, Russia and the Middle East. Meda and Mylan also have an extremely complementary therapeutic presence and we see exciting opportunities across a number of strategically important categories, particularly allergy/respiratory, given the strength of our combined portfolio, the multitude of exciting launches we will have in the coming years and the commercial strength of our combined business.”
“Given our long relationship and existing successful EpiPen partnership in Europe with Meda,” she added, “we have come to know their business, people and culture extremely well, and we are confident that we will be able to quickly begin realizing the significant value we see from this combination and continue to enhance our leadership position in today’s highly competitive and rapidly evolving industry.”
On June 20 came news that the attorney general of the Netherlands has rejected the request of the Dutch group VEB to initiate enquiry proceedings at the Enterprise Chamber of the Amsterdam Court of Appeal in respect of VEB’s opinion that Mylan’s shareholders should approve its recently announced public offer for all shares in Meda AB. Mylan has consistently communicated to the VEB and to its shareholders that under applicable law, such shareholder approval is not required.