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September 22, 2004 Clariant

Clariant Sells Its Stake In SF-Chem for CHF 22 Million
http://www.clariant.com/corporate/cc_news.nsf/NS.vi.newsreleases/FFD0F424AD22B8F6C1256F17001D8884?opendocument

Clariant has sold its 25% stake in SF-Chem, based in Pratteln, Switzerland, to Capvis, a Swiss based Private Equity company, and the company management for CHF 22 million. The Basel-based agrochemical company Syngenta, which owns the remaining 75% of SF-Chem, is also selling its stake to Capvis.

The SF-Chem transaction is part of Clariant's strategy to sell businesses that are
outside its core activities. Last year the company began a far-reaching Transformation Program that includes selling several non-strategic businesses, cutting costs and making sustainable competitiveness improvements.


September 2004 Syngenta

Syngenta sells stake in SF-Chem
http://www.syngenta.com/en/media/article.aspx?article_id=446

Syngenta announced today that it is selling its 75 per cent stake in the Swiss chemical company SF-Chem to the Zurich-based private equity firm Capvis. The remaining 25 per cent stake held by Clariant is also being sold to Capvis. The total consideration for the transaction is CHF81 million ($64 million), of which Syngentas share is CHF59 million ($46 million), plus an additional performance-related component.

It has become increasingly clear that our investment in SF-Chem is no longer core, said Christoph Mader, responsible for Syngenta in Switzerland.


SF-Chem
http://www.sf-chem.com/

SF-Chem supplies customers in the chemical industry, in particular in the pharmaceutical, agrochemical and speciality chemicals industries. The company, founded in 1917, has its head office and production facilities at Pratteln in Basel, Switzerland.

SF-Chem is pursuing a growth strategy with its independently operated business units Chemicals and Custom Manufacturing in order to ensure an independent worldwide market position.

Chemicals: sulfur- and chlorine-based intermediates.
Custom Manufacturing: development of custom-tailored, specific solutions for the pharmaceutical, agrochemical and speciality chemicals industries.

November 15, 2004 3M

Dyneon and Meilan Reach Cooperative Agreement on PTFE
http://solutions.3m.com/wps/portal/_l/en_US/_s.155/122309/_s.155/130510

Dyneon LLC, a 3M company and one of the world's leading fluoropolymer producers, and Meilan Group, a Jiangsu, China-based company and one of China's leading fluorochemical producers, have reached an agreement to establish a Polytetrafluoroethylene (PTFE) manufacturing relationship in China to provide PTFE products for both Meilan and Dyneon.

With this move, Dyneon continues to build on its long-term commitment to the worldwide fluoropolymer business, effectively strengthening its product availability and reinforcing its ability to supply product globally. Under this arrangement, which is the first of a series of cooperative projects planned between the companies, Dyneon will be able to better serve and support its customers.


Dyneon, a 3M company, is one of the world's leading fluoropolymer producers with operations or representation in more than 50 countries. Headquartered in Oakdale, Minn., Dyneon employs more than 800 people globally who are dedicated to customer service, technical and sales support, marketing, research, application development, and production.


日本経済新聞 2005/2/22

後発医薬品 ノバルティス1位に 米独2社を7900億円で買収

 スイスの医薬品大手
ノバルティスは21日、ドイツの後発医薬品(ジェネリクス)2位のヘクサルを買収することで合意したと発表した。ヘクサルと提携関係にある米後発品大手イオン・ラブズも傘下に収める。両社の買収の結果、ノバルティスの後発品部門「サンド」は、後発品メーカーとしては世界最大手となる。
 
(毎日新聞) 後発品メーカーとしては
イスラエルのテバ・ファーマシューティカルを抜き世界最大手となる。

2005/2/21 Novartis

Novartis to acquire Hexal AG and Eon Labs, creating the world leader in generics
http://dominoext.novartis.com/NC/NCPRRE01.nsf/44aff02a639be034c1256b4b007b5f4d/4cd9e3c925ebe6f8c1256fae00802fdc?OpenDocument

Transformational merger of Hexal and Eon Labs with Sandoz strengthens market positions globally, achieving top positions in key markets, particularly US and Germany
Significantly broadened product portfolio
One of the largest pipelines in industry covering most generic opportunities
Best-in-class development teams with proven record of being first to market
Leadership in high-value delivery technologies and biogenerics
Hexal and 67.7% of Eon Labs acquired for EUR 5.65 billion
Tender offer for remaining Eon Labs shares to be launched for USD 31.00 per share
Cost synergies of USD 200 million per year expected within three years after closing, 50% of which to be realized within 18 months
Transactions to be accretive to earnings within 12 months of closing

 


2005/6/27 Quadrant

Quadrant acquires Poly Hi Solidur
http://www.quadrant.ch/presse/prr_e.asp?preview=10&lang=5&id=130&pagePos=1

Quadrant has signed an agreement with Menasha Corporation to purchase its Poly Hi Solidur, Inc. business, the world's leading manufacturer of ultra-high molecular weight polyethylene (UHMW-PE) semi-finished products for machining and fabrication. The purchase price of approximately US$ 82 million in cash plus the assumption of US$ 3 million of capitalized leases will be financed from existing liquid funds and by increasing bank borrowings by about 90 million Swiss francs. An increase in share capital is not planned. The transaction will be completed in August of this year. This external growth step is the second-largest in Quadrants history and significantly extends the companys product range and its global leadership in the market for engineering plastic products.

Poly Hi Solidur, based in Fort Wayne, Ind., US, operates production facilities in the USA, Germany, France, the UK, Japan and South Africa, and has dedicated R&D, sales and business development resources among its workforce of over 1000 employees worldwide. In 2004, the company posted total sales of US$ 169 million, approximately two-thirds of which were generated in the US.

UHMW-PE products display very high non-stick characteristics similar to Teflon(R) and high resistance to corrosion from chemicals and to abrasive environments such as sand and slurries. In machined and fabricated part form, their uses include applications in material handling, agricultural, power transmission and food processing machinery, as well as in medical devices, shipping and recreational equipment. Poly Hi Solidur
s branded UHMW-PE products include the well-known TIVAR(R) and QuickSilver(R) trademarks.


2005/9/16

Sterling Chemicals Announces Exit From Acrylonitrile and Derivative Businesses
http://biz.yahoo.com/prnews/050916/daf007a.html?.v=1

STERLING CHEMICALS, INC. announced that it was exiting the acrylonitrile business and related derivative operations. The Company's decision was based on a history of operating losses incurred by its acrylonitrile and derivatives business, and was made after a full review and analysis of the Company's strategic alternatives.

Based in Houston, Texas, Sterling Chemicals, Inc. manufactures a variety of petrochemical products at its facilities i
n Texas City, Texas.

Sterling Chemicals

We manufacture styrene, acetic acid and plasticizers at our Texas City, Texas facility.

Styrene
Percent of Total North American Capacity 11%
North American Market Position by Capacity 4

Acetic Acid
Percent of Total North American Capacity 17%
North American Market Position by Capacity 3

Plasticizers
Percent of Total North American Capacity 9%
North American Market Position By Capacity 3


2006/3/10 Platts

Canada seeks investment in oil, petrochemicals from Alberta sands


Aromatics would be extracted from raw bitumen contained in the oil sands, while olefins would be cracked from naphtha to be produced from synthetic crude oil, which in turn would come from bitumen as well.

In a feasibility study presented at a seminar to a group of Japanese delegates, Plessis estimated that a production capacity of 300,000 b/d of bitumen could support a worldscale steam cracker with ethylene, propylene and butadiene capacities of 2,800 mt/day (1 million mt/year), 1,600 mt/day, and 270 mt/day, respectively.


2006/7/6 BOC

BOC to build only carbon dioxide plant in U.S. Northeast
CO2 to come from ethanol production in Volney, N.Y.
http://www.boc.com/news/2006/July/barticle_1230_06jul06.asp

BOC, one of the world's largest industrial gases companies, is expanding its carbon dioxide (CO2) capacity with a new plant in Volney, New York. The plant will be the first CO2 plant built in the Northeast in nearly two decades and will be the only CO2 plant in the region.

BOC will build the 600 ton a day plant at the Permolex International/NEB ethanol plant, expected to begin operating in December 2007, and which will be housed in a former brewery in the Riverview Business Park, some 25 miles north of Syracuse.

When BOCs plant comes online next year it will capture ethanols by-product, CO2, purify it and liquefy it for sale to BOC customers. Those customers, major food and beverage companies and chemicals manufacturers are located throughout New York, New Jersey, Pennsylvania and New England.


2006/3/6 Linde

Recommended cash offer by Linde for BOC

Linde AG, Wiesbaden/Germany, has agreed to make a pre-conditional offer to acquire
the entire share capital of The BOC Group plc, Windlesham/UK, for 1,600 pence in cash per share. The board of directors of BOC intends to recommend BOC shareholders to accept the offer.
The making of the offer is subject to the satisfaction or waiver of European and US competition authority clearance pre-conditions and the offer is subject to the requisite approval of BOC's shareholders and the English Courts. Given the complementary product portfolios of both companies, Linde expects that the pre-conditions can be satisfied. Linde currently anticipates this will occur by the end of May 2006. If the pre-conditions are satisfied by that time, the transaction is expected to be completed in the third quarter of 2006.

Following the acquisition, Linde will be one of the world's leading industrial gases and engineering groups with combined gas and engineering sales of approximately Euro 11.9 billion.

The funds necessary for the acquisition will be provided under a credit facility entered into with Commerzbank AG, Deutsche Bank AG, Dresdner Bank AG, Morgan Stanley International Limited and The Royal Bank of Scotland plc. The credit facility will be refinanced through a combination of a capital increase in an amount of Euro 1,4 to 1,8 billion, hybrid capital (1,2 to 1,6 Euro billion), the issue of bonds, bank loans and the divestment of selected activities. It is Linde's intention to maintain an investment grade rating for the combined group.


2006/6/6 Linde

European Commission approves Lindes acquisition of BOC

The European Commission has approved the acquisition by Linde AG, Wiesbaden, of The BOC Group plc, Windlesham, UK. The approval is subject to certain conditions. The conditions require the divestiture of Linde
s gas business in the UK, BOCs gas activities in Poland and contracts with Lindes ethylene oxide customers in the UK and Ireland. These divestitures correspond to a sales volume of approximately 160 million euros.

In addition, Linde committed to transfer certain contracts with helium suppliers and to sever, to an extent agreed with the Commission, joint ventures between BOC and Air Liquide in the Asia/Pacific region, either by selling BOC
s shareholding or by acquiring Air Liquides shareholding.

The approval from the European Commission is a key step towards a merger with BOC,confirmed Prof. Wolfgang Reitzle, President and CEO of Linde AG. We expect the transaction to be closed in the course of the third quarter of 2006. The extent of the Commissions conditions is in line with our expectations and we will comply promptly with these conditions.


2006/7/18 Linde

U.S. Federal Trade Commission clears Lindes proposed acquisition of BOC

The U.S. Federal Trade Commission (FTC) has cleared the proposed acquisition by Linde AG, Wiesbaden, of The BOC Group plc, Windlesham, UK.
The clearance is subject to certain divestitures to address FTC concerns relating to atmospheric gases and wholesale bulk liquid helium. As a condition to FTC clearance, Linde has agreed to divest eight air separation units in the United States.
It has also agreed to divest three liquid helium purchase agreements with suppliers in the United States, Russia, and Poland as well as associated assets. These divestitures correspond to a sales volume of approximately 180 million euro in the year ended December 31, 2005.

"We are pleased to confirm that each of the pre-conditions to the making of the Offer has now been satisfied," said Prof. Wolfgang Reitzle, President and CEO of Linde AG. "This is a milestone on our way towards the merger with BOC. We will swiftly take the next steps to implement the transaction and look forward to our joint integration process with BOC."

The Offer to the BOC shareholders will shortly be launched, by means of the posting of the scheme document. The consent of the High Court to the despatch of the scheme document has been obtained. Completion of the Offer is expected in September 2006.


Teknor Apex    http://www.teknorapex.com/

 Teknor Apex Acquires Chem Polymer

Teknor Apex to begin compounding in Europe

 Teknor Apex Purchases Singapore Polymer Corporation, Leading Thermoplastics Compounder in Asia-Pacific

 Teknor Apex opens Suzhou Plant to supply Chinese processors with full range of compounds

Teknor Apex Company is a privately-held company founded in 1924 and headquartered in Pawtucket, Rhode Island. Our seven divisions and two subsidiaries employ over 2000 people in 10 locations in the United States, one in Singapore, and one in the United Kingdom.

Teknor Apex entered the Far Eastern market in 2001 when it bought Singapore Polymer Corporation, which now compounds the full range of TPEs in Singapore.
The company's aim is to be able
to supply global companies anywhere in the world with locally produced materials to identical specifications. To that end it plans to open its European plant in 2008 - it is being coy about where the plant will be, and the Chem Polymer Oldbury site is not the only possibility - and says that at about the same time it will start up a TPE plant in China.
Teknor Apex supplies TPE compounds under six trade names that represent different technologies, including di- and tri-block hydrogenated styrene block copolymers (Tekron, Elexar, and Monprene), thermoplastic polyolefin blends (Telcar), thermoplastic vulcanisates (Uniprene), and over-moulding compositions designed to bond to diverse polar substrates (Tekbond).

--------

Teknor Apex Company traces its origins to Apex Tire Company which was started in Providence, Rhode Island in 1924. Alfred A. Fain, a retired wholesale grocery executive, and his son-in-law, Albert Pilavin, grew this tire sales and recapping business until it had expanded to include 16 retail tire stores along the East Coast.

Today the Rubber Division of Teknor Apex has a healthy business mixing rubber compounds for outside customers and molding its own products such as rubber floor mats.

In 1949 the Company began the production of
vinyl compounds as a result of a shift in the wire and cable industry from rubber to vinyl materials. Apex Rubber also began manufacturing vinyl resin and plasticizers as the vinyl compounding part of the business grew.
Today Teknor Apex is a leading custom compounder of PVC and thermoplastic elastomer products used in many industries such as wire and cable, medical, automotive, building materials and appliances.

Vinyl garden hose production was begun in the Pawtucket, RI plant in the late 50s as an outgrowth of the company's vinyl production.
The Lawn and Garden business at Teknor Apex has also grown over the years and Teknor Apex is now one of the major manufacturers of garden hose in the United States.

The Massachusetts plant produced chemicals and PVC resin.

In 1959 Teknor Apex began selling
colorants for plastics to customers buying its vinyl compounds.
Through acquisitions over the years, in 1981 this operation became Teknor Color Company, a wholly owned subsidiary of Teknor Apex Company.

  • Vinyl
  • Thermoplastic Elastomer
  • Teknor Color Company
  • Chemicals
  • Specialty Compounding
  • Lawn & Garden
  • Commercial Products
  • The Vinyl Division of Teknor Apex is one of the world's leading suppliers of specialty PVC compounds.

    The Thermoplastic Elastomer Division of Teknor Apex has built its worldwide TPE leadership on more than 75 years experience with flexible and elastomeric polymers.
    Headquartered in Pawtucket, Rhode Island, Teknor Apex also operates thermoplastic elastomer facilities in St. Albans, Vermont; Brownsville, Tennessee; Henderson, Kentucky; and in Singapore.

    With strategically located plants across North America and one in Singapore, Teknor Color Company provides colorants for the plastics industry worldwide. We offer a full line of custom and standard colors and additives as well as special effects for all processes.

    Chem Polymer is an engineering thermoplastics compounder which produces reinforced, filled and specially modified compounds of nylon 6 and 66, acetal, PBT and PET for automotive, appliance, electrical, electronic and other applications.

    Teknor Specialty Compounding is a diversified toll and custom manufacturer of thermoplastic compounds and additive blends. We are a resource for customers requiring an independent, confidential provider of production capacity, formulating experience and process expertise.

    Singapore Polymer Corporation


    December 31, 2004  Teknor Apex

    Teknor Apex Acquires Chem Polymer, International Supplier of Engineering Plastics Compounds with Plants in UK and USA

    Teknor Apex Company today purchased the UK and US engineering thermoplastics compounding businesses of Chem Polymer, which is a leading supplier to customers throughout Europe and the Americas and has a growing presence in Asia. Chem Polymer will operate under its existing management as a distinct entity within Teknor Apex, retaining the Chem Polymer name and a workforce of 150.

    Until now a member of the UK-based Chem Polymer Group (formerly BIP Group), Chem Polymer produces reinforced, filled, and specially modified compounds of nylon 6 and 66, acetal, PBT, and PET for automotive, appliance, electrical, electronic, and other applications. It operates two plants in the UK and one in the USA, with combined annual capacity of 30,000 metric tons (66,000,000 lb.).


    Oct. 23,2006 PLASTICS NEWS

    Teknor Apex to begin compounding in Europe

    Teknor Apex Co., a U.S.-based compounder of specialty PVC, thermoplastic elastomers and color concentrates, plans to start a European TPE compounding operation in 2008, officials said at Fakuma 2006.

    Teknor Apex plans to install a small compounding operation next year in the Oldbury, England, factory of Chem Polymer, according to Andre Toczek, sales and marketing manager of the European operation.

    Teknor officials have not decided the location of the full-scale TPE production, although Oldbury is one option, Toczek said Oct. 19 at the show.


    January 9, 2007 RTP

    RTP Company Announces Long Fiber Thermoplastics Availability at China Facility

    RTP Company, a global leader in specialty compounds, has added multiple
    long fiber-reinforced thermoplastic (LFRT) production lines at its Suzhou, China manufacturing facility. The long glass fiber compounds are based on various resin systems including nylon and polypropylene.

    The new LFRT lines will support our rapidly-growing automotive and industrial customer base in China along with offering long fiber technology to other markets for applications requiring higher strength at lighter weights,said Joe Kluck, Executive Vice President at RTP Company.

    RTP Company
    s 16,000 square meter (170,000 square feet) manufacturing plant in Suzhou, China was opened in December 2005. The state-of-the-art facility offers a full complement of customer support, product development, and technical service.

    RTP Company significantly expanded its LFRT capabilities earlier this year with the opening of a long fiber facility near its Winona, Minnesota headquarters. RTP Company also installed additional long fiber lines at several of its worldwide operations in 2006 and introduced a broader long fiber product offering.

    Long Fiber Compounds are often used to replace metals and consequently have become one of the fastest-growing materials in the thermoplastic industry. They offer excellent mechanical properties and their high strength-to-weight ratios result in parts that can withstand heavy loads over long periods of time, even in elevated temperatures.

    ABOUT RTP COMPANY
    RTP Company, headquartered in Winona, Minnesota, is a global leader in specialty thermoplastic compounding. The company has eight manufacturing plants on three continents, plus sales representatives throughout North America, Europe, and Asia/Pacific. RTP Company's engineers develop and produce custom compounds in over 60 different engineering resin systems for applications requiring color, conductivity, flame retardancy, high temperature, structural, elastomeric and wear resistant properties.


    2007/4/23 Platts

    Mexico's PVC producer Mexichem eyes takeover of Pemex's VCM plant

    Mexico City-based chemicals group, Mexichem, whose recent acquisitions have made it the biggest producer of PVC in Latin America, aims to break a production bottleneck by taking control of state Pemex's VCM plant, Enrique Ortega, Mexichem's investor relations manager said Monday.

    "We supply the plant with
    90% of the chlorine it uses and buy 70% of its VCM output," Ortega told Platts. "It's natural that we would want to acquire it and the law allows us to do so." VCM is classified as a secondary petrochemical to which Pemex's state monopoly does not apply.


    The Pajaritos VCM plant has been a thorn in Mexichem's flesh for some time. In 2002, Pemex announced the award to Spain's Duro Felguera of a $74 million contract for an expansion of the plant's capacity from 200,000 metric tons/year to 405,000 mt/year. The expansion project took much longer than programmed, forcing Mexichem and others to import VCM in the meanwhile, and the expansion of production capacity appears to have fallen far short of target. Last year the plant produced 209,000 mt/year of VCM.

    In February, Mexichem announced the acquisition of two Latin American companies --
    Costa Rica-based Grupo Amanco, which makes PVC piping for water systems, and Petroquimica Colombiana (Petco), a Colombia-based producer of PVC resins. The addition of Amanco and Petco to Mexichem's fast-growing portfolio of affiliates should double the group's revenues to $2.4 billion this year, Ortega said.


    2007/5/8 Clariant

    Clariant sells Custom Manufacturing Business to International Chemical Investors Group

    Clariant today announced the sale of its
    Custom Manufacturing Business to International Chemical Investors Group (ICIG) for an undisclosed transaction value. The sale is the latest step in Clariants strategy to focus on its core competencies in colors, surfaces and performance chemicals.
    Clariant
    s Customer Manufacturing Business supplies a wide range of intermediates and actives ingredients for the agrochemicals, pharmaceuticals and polymers industries. At closing, the new autonomous entity will be one of the worlds leading suppliers to the agrochemicals industry with production sites in Germany and the US. In 2006, the Custom

    About International Chemical Investors
    International Chemical Investors is an investment group focusing on mid-sized chemical businesses, preferably subsidiaries of large corporations, which are considered non-core, with leading positions in niche markets, operating in competitive environments. Including the newly acquired Clariant businesses, ICIG will operate 14 production facilities located in Germany, the United States, France, Belgium, Ireland and Poland with total sales of close to Euro 500 million and more than 2,500 employees.


    July 9, 2007  Bloomberg

    CVC to Buy Chemical Seller Univar for EU1.52 Billion

    CVC Capital Partners Ltd. agreed to buy Univar NV of the Netherlands for 1.52 billion euros ($2.07 billion) to gain the largest distributor of chemicals in the U.S.

    Europe's No. 2 buyout firm will purchase Univar for 53.50 euros a share, the companies said in a statement today. That's 37 percent more than Friday's closing price for Univar, which buys bulk chemicals and then sells them to 250,000 industrial users.

    CVC's bid comes less than three months after Rotterdam- based Univar bought Chemcentral Corp. of Illinois to boost U.S. sales 40 percent. London-based CVC said it backs expansion in the world's biggest economy, which grew at its slowest pace since the end of 2002 in the first quarter, and also plans to fund further acquisitions in Europe, Asia and the Middle East.

    Univar has 8,000 employees and more than 200 chemical- distribution centers in the U.S., Canada, Europe and Asia, it said in the statement. The majority of the company's products are commodity chemicals bought in bulk and then processed, blended and sold to clients in industries ranging from agriculture and drugs to forestry, food and electronics.

    CVC is investing 10 billion euros it has amassed in the past two years. The Univar deal comes five days after the 800 million-euro purchase of Taminco NV, a Belgian maker of chemical ingredients for the pharmaceutical industry. Dutch investment firm AlpInvest Partners NV sold Taminco in an auction.

    CVC was founded in 1981 as Citicorp's European private- equity arm before its managers bought their independence in 1993. Run by Michael Smith, who joined from Citibank in 1982, the firm has about $24 billion of funds. It already owns more than 40 companies with more than 300,000 employees and revenue in excess of 38.5 billion euros, according to its Web site.


    2007/10/10 Hexcel

    Hexcel to build prepreg facility in China

    Hexcel Corporation, in conjunction with Tianjin Xeda Administrative Committee, has today announced further details of its plans to build a new prepreg plant in China.  The new facility is intended to meet the strong demand for composites used in wind turbines.  China is experiencing major growth in its wind energy market and the country plans to double the amount of energy it obtains from renewable sources by 2020; a strategy that will require a major increase in the number of wind power plants in the country.

    With the support of Xeda, Hexcel has secured a total floor area of 30 000m2 site in Tianjin, close to the facilities of major wind power customers. The plant building area will occupy approximately 8,000m2 and manufacture HexPly® epoxy resin prepregs, primarily for wind energy and industrial applications.  Production at the new facility will commence in summer 2008.

    Prepreg is fiber-reinforced resin system that cures under heat and pressure to produce structures with a very high strength to weight ratio.  Prepreg is widely used in the wind energy industry where its outstanding strength and low weight have enabled turbine blades to grow to todays giant proportions.

    HexPly® prepregs are specially formulated resin matrix systems, that are reinforced with man-made fibers such as carbon, glass and aramid.  When cured at elevated temperatures, the themoset resin undergoes a chemical reaction that transforms the prepreg into a solid structural material that is highly durable, temperature resistant, exceptionally stiff and lightweight.


    November 8 2007 Rio Tinto

    Rio Tinto rejects approach from BHP Billiton

    Rio Tinto notes the recent announcement from BHP Billiton involving a proposed acquisition of Rio Tinto. Under this proposal each Rio Tinto share would be exchanged for three BHP Billiton shares.

    The Boards of Rio Tinto have given the proposal careful consideration and concluded that it significantly undervalues Rio Tinto and its prospects. Accordingly, the Boards have unanimously rejected the proposal as not being in the best interests of shareholders.

    Rio Tinto will continue to focus on the implementation of its well articulated strategy, including integrating Alcan operations. 

    A merger would create a base metals colossus with powerful positions in coking coal, iron ore, copper and aluminium. BHP's offer - three BHP shares for every Rio share, which values the bid at more than $140 billion on current prices - was rejected by Rio at a board meeting held earlier this week to consider the proposal. Rio shares gained 956p, or 22 per cent, to £52.96 in response to news of BHP's interest, while BHP fell 100p, or 5.6 per cent, to £16.56.

    Steel lobby to urge EU to ban Rio Tinto/BHP merger


    2008/2/29 Albemarle                 BASF interested in acquiring Albemarle

    Albemarle to Expand Antioxidant Production in China

    Strategic move will further strengthen position in the China plastics additives marketplace

    Albemarle Corporation, a leading global supplier of antioxidants for polymers, lubricants, fuels and biofuels, announced today that its Board of Directors has approved a project to more than double the antioxidant production capacity of Shanghai Jinhai Albemarle Fine Chemicals Co., Ltd., part of the "Jinhai Albemarle" manufacturing joint venture in which Albemarle gained a majority ownership stake last year.

    This strategic expansion will allow Jinhai Albemarle to maintain its market position as the leading manufacturer and supplier of polymer antioxidants in China.


    2008/6/22 polymer-age.co.uk

    Cabot to manufacture in the Middle East

    Carbon black masterbatch producer Cabot Corporation is to start making masterbatch in the Arabian Gulf. It is to build a plant in the Jebel Ali Free Zone, Dubai with an initial capacity of 25,000 tonnes with provision to expand to 75,000 tonnes.

    Output from the plant will be sold in the Middle East, Europe and Asia Pacific. The key markets for black masterbatch are in PE and PP compounds for building infrastructure, water supply, electricity, and telecommunications.

    By 2010 the Middle East is expected to produce one-fifth of the world's polyethylene and polypropylene.


    2008/5/28 Cabot

    Cabot Corporation to Build Masterbatch Facility in Dubai

    Cabot Corporation announced today that it intends to build a carbon black masterbatch manufacturing facility in the Jebel Ali Free Zone, Dubai. The plant will have an initial production capacity of 25,000 tons per year with provision to expand to 75,000 tons in the future. Cabot has secured a plot of land and construction will begin later this calendar year, with production scheduled to start in the fall of 2009.

    The state-of-the-art manufacturing facility will include the latest environmental and manufacturing technologies to ensure production of high-quality masterbatch products. Laboratories, administration offices, production and packaging will all be located within the building.

    The Dubai plant will allow Cabot to better meet the increasing demand of its customers in the Middle East, Europe, and Asia Pacific regions. In recent years, the Middle East has become a major producer of polyolefins and downstream compounds and by 2010 is expected to produce one-fifth of the world's polyethylene (PE) and polypropylene (PP).

    Cabot Vice President and General Manager for the Performance Segment, Sean Keohane said, "Within the Middle East there is already strong demand for PE and PP compounds for use in building infrastructure for water supply, electricity, and telecommunications projects. These are key markets for carbon black masterbatch. This new site will offer significant quality and service advantages to Middle East producers who are global exporters of masterbatch compounds."


    2008/10/3 Ferro

    Ferro Announces Agreement to Sell Fine Chemical Business

    Ferro Corporation (NYSE: FOE) announced today that it has signed an asset purchase agreement with Novolyte Technologies LP, an affiliate of Arsenal Capital Management LP, to sell its Fine Chemicals business for $66 million in cash.

    "This sale is consistent with our vision of focusing Ferro's businesses around our core capabilities of particle engineering, formulation, color and glass science, and our deep understanding of customer applications," said Ferro Chairman, President and Chief Executive Officer James F. Kirsch. "The decision to sell the business is a result of a regular review of our business portfolio. Fine Chemicals consists of a number of smaller businesses that do not effectively leverage the scale of Ferro's core performance materials operations. I am confident that the Fine Chemicals business will continue to pursue many exciting opportunities under its new owners. At the same time, Ferro will benefit from additional liquidity and balance sheet flexibility as proceeds from the sale are used to reduce debt."

    The Fine Chemicals business produces electrolytes used in the manufacture of lithium batteries, specialty solvents, and phosphines and also does contract manufacturing of fine chemicals. It recorded 2007 revenues of approximately $55 million and currently employs approximately 140 employees who will be transferred to Novolyte as a result of the sale. The business includes manufacturing facilities in Baton Rouge, Louisiana and Suzhou, China.

    The agreement is subject to normal closing conditions and the sale is expected to close in the fourth quarter of 2008. KeyBanc Capital Markets served as Ferro's financial advisor and investment banker for this transaction.

    About Ferro Corporation

    Ferro Corporation (http://www.ferro.com) is a leading global supplier of technology-based performance materials for manufacturers. Ferro materials enhance the performance of products in a variety of end markets, including electronics, solar energy, telecommunications, pharmaceuticals, building and renovation, appliances, automotive, household furnishings, and industrial products.

    Headquartered in Cleveland, Ohio, the Company has approximately 6,300 employees globally and reported 2007 sales of $2.2 billion.


    Oct 06, 2008  Eli Lilly

    Lilly to Acquire ImClone Systems in $6.5 Billion Transaction
      Creates a Global Leader in Oncology Biopharmaceuticals
      Boosts Oncology Pipeline With Up to Three Promising Targeted Therapies in Phase III in 2009

    Eli Lilly and Company and ImClone Systems Inc. today announced that the boards of directors of both companies have approved a definitive merger agreement under which Lilly will acquire ImClone through an all cash tender offer of $70.00 per share, or approximately $6.5 billion. The offer represents a premium of 51 percent to ImClone's closing stock price on July 30, 2008, the day before an acquisition offer for ImClone was made public. ImClone's board recommends that ImClone's shareholders tender their shares in the tender offer. Additionally, certain entities associated with ImClone's chairman, Carl C. Icahn, holding approximately 14 percent of ImClone's outstanding common stock, have agreed to tender their shares in the tender offer.


    Sep 22, 2011 (Datamonitor via COMTEX) 

    Williams to expand Geismar olefins production facility

    Williams, an integrated natural gas company focused on exploration and production, midstream gathering and processing, and interstate natural gas transportation, has announced that its board of directors has approved an expansion of its Geismar olefins production facility.

    The expansion will increase the facility's ethylene production capacity by 600 million pounds per year to a new annual capacity of 1.95 billion pounds. It is expected to be placed into service in the third quarter of 2013, the company said.

    Located south of Baton Rouge, La., the Geismar facility is a light-end natural gas liquid (NGL) cracker with current volumes of 37,000 barrels per day (bpd) of ethane and 3,000 bpd of propane and annual production of 1.35 billion pounds of ethylene. The facility also produces propylene, butadiene and debutanized aromatic concentrate (DAC). Williams owns 83.3 percent of the Geismar facility and operates the plant.

    "The shale gas revolution in the US, coupled with continued strong crude oil prices, has given US-based ethylene manufacturing a tremendous cost advantage over many other supply regions," said Rory Miller, president of Williams' midstream business. "The results are a revitalized North American petrochemical business and a US ethylene market short of supply.

    "This expansion will serve petrochemical companies by adding 600 million pounds per year of new ethylene supply to the market," Miller said. "It will also add to Williams' growing large-scale infrastructure serving the petrochemical industry in the Gulf Coast region and help balance our lengthening ethane position."

    The expected capital spending on the Geismar expansion is a range of $350 million to $400 million in 2012-13. These amounts will be included in the company's 2012-13 capital expenditure guidance to be released in conjunction with third-quarter 2011 financial results, the company added.

    --------

    An integrated natural gas company, Williams produces, gathers, processes and transports clean-burning natural gas to heat homes and power electric generation across the country.

    Williams' olefins business provides customers in the petrochemical industry a full suite of products and services.

    Gulf Coast Olefins
    The Geismar, La. facility annually produces approximately 1.3 billion pounds of ethylene and 90 million pounds of polymer grade propylene. Also in Louisiana, the olefins team is responsible for the ethane transportation business consisting of approximately 200 miles of pipelines, as well as a refinery-grade propylene splitter.

    Canadian Olefins
    Williams’ Canadian olefins business extracts natural gas liquids and olefins from oil sands refining near Fort McMurray, Alberta. The liquids are then fractionated into various products at a Williams facility near Redwater, Alberta. Williams also has a business office in Calgary.

    Cryogenic Liquids Extraction Plant Located Near Fort McMurray

    Olefins Fractionation Plant Located Near Edmonton


    October 17, 2011 PolyOne    

    PolyOne Expands Globalization with New Middle East Joint Venture

    PolyOne Corporation, a premier global provider of specialized polymer materials, services and solutions, today announced an agreement with E.A. Juffali & Brothers Company Limited to form a joint venture that will enable PolyOne to expand its Global Color, Additives and Inks business into the Middle East. The new joint venture will be 51% owned by PolyOne and will be based in Jeddah, Saudi Arabia.

    “I am pleased to announce our new agreement, which strengthens our relationship with a key business partner to drive profitable growth in the Middle East,” said Stephen D. Newlin, chairman, president and chief executive officer of PolyOne. “Juffali brings local expertise and years of running successful businesses in the region, while PolyOne is providing the formulating technology and material science to market new, innovative solutions.”

    The joint venture will be investing in a new manufacturing facility focused on the production of specialty color concentrates with the potential for expansion into other product lines in future phases. The initial investment is expected to be approximately $14 million and will take place over the next nine to twelve months with local production forecasted to come on-line in late 2012.

    The agreement follows PolyOne’s October 3, 2011 announcement that it will acquire ColorMatrix Group, a leading global innovator of additives, liquid colorants and fluoropolymers.

    About PolyOne

    PolyOne Corporation, with 2010 revenues of $2.6 billion, is a premier provider of specialized polymer materials, services and solutions. Headquartered outside of Cleveland, Ohio USA, PolyOne has operations around the world. For additional information on PolyOne, visit our Web site at www.polyone.com.

    About E.A. Juffali & Brothers Company Limited

    E.A. Juffali & Brothers Company Limited is an established conglomerate in Saudi Arabia participating in numerous joint venture relationships with multi-national companies who are leaders in their respective industries such as Dow Chemical and DuPont.

    ---------

    October 03, 2011 PolyOne 

    PolyOne Accelerates Specialty Growth with Agreement to Acquire ColorMatrix Group

    PolyOne Corporation, a premier global provider of specialized polymer materials, services and solutions, today announced an agreement to acquire ColorMatrix Group, Inc., the leading global innovator in liquid colorants, additives and fluoropolymers.

    “I am extremely pleased to announce we’ve reached an agreement to acquire ColorMatrix, an exceptional and unique specialty company,” said Stephen D. Newlin, chairman, president and chief executive officer, PolyOne Corporation. “Much like our acquisition of GLS in 2008, ColorMatrix is a game-changer for PolyOne. With the addition of ColorMatrix, more than 50 percent of PolyOne’s operating income will now be derived from our specialty businesses, compared to only 2 percent in 2005.”

    ColorMatrix is the leading manufacturer of performance-enhancing specialty additives, liquid colorant and dosing technologies that serve diverse niche markets, such as rigid beverage and food packaging, performance molding and fiber. The company’s leadership position in technology is evidenced by an IP portfolio of 162 patents and 107 pending applications worldwide. Its solutions in packaging, in particular, offer customers exceptional performance attributes such as increased product shelf life, taste preservation and improved recyclability.

    Further, ColorMatrix is a leading global provider of colorant for fluoropolymers and provides specialty additives that support fluoropolymers’ unique high-performance properties such as lubricity, high-level heat insulation, static dissipation and x-ray opaqueness. Through its April 2011 acquisition of Gayson, ColorMatrix expanded its portfolio to include short turnaround, custom color dispersions used in silicone processing for a broad range of medical, consumer and automotive applications.

    Under the leadership of CEO John Gelp and a strong management team, ColorMatrix achieved sales and EBITDA of approximately $196.8 million and $43.6 million respectively for the 12 months ended June 30, 2011.

    “Since 2002, ColorMatrix has organically increased EBITDA at an annualized growth rate of 16 percent, and our purchase price of $486 million recognizes the earnings and growth potential of this specialty business,” said Newlin. “We believe we can accelerate this growth by leveraging our global scale and through additional investment in commercial resources, just as we’ve done with GLS.”

    “Not only will the acquisition of ColorMatrix accelerate our specialization strategy, it also expands our geographic presence in Asia and Brazil and creates an entry point into Russia,” said Robert M. Patterson, executive vice president and chief financial officer. Approximately 70 percent of ColorMatrix’s revenues are outside North America.

    PolyOne intends to finance the purchase price of $486 million, which includes transaction tax benefits of $10 million, with a combination of cash on hand and the addition of approximately $300 million of long term debt. The acquisition is being made on a cash free, debt free basis, and the purchase price is subject to a customary working capital adjustment and other closing conditions.

    “Net of interest expense on the long term debt, and the incremental investments in commercial resources, we expect ColorMatrix to be modestly accretive to earnings in 2012 ($0.02-$0.03 per share) and to add approximately $0.10-$0.12 per share in 2013,” added Patterson.

    This acquisition is subject to regulatory approvals and is expected to close late this year. PolyOne management will discuss the acquisition in more detail during its regularly scheduled third quarter earnings conference call to be held on October 26, 2011.

    About ColorMatrix

    ColorMatrix Group Inc., based in Berea, Ohio, is a leading specialty provider of innovative liquid colorants and additives business that serves diverse segments, including rigid beverage and food packaging, industrial extrusion, performance molding, wire, cable, fiber, and silicone rubber markets. ColorMatrix has operations, R&D capabilities and customer reach throughout the globe. For additional information on ColorMatrix, visit its Web site at www.colormatrix.com.


    December 2, 2013 

    Rockwood to Acquire 49% Interest in Talison Lithium through a Joint Venture with Chengdu Tianqi Industry Group

    Rockwood Holdings, Inc. announced today that it entered into a joint venture ("JV") with Chengdu Tianqi Industry Group ("Tianqi"成都天齊實業集團) giving Rockwood a 49% ownership interest and Tianqi a 51% interest in Talison Lithium Pty Ltd. This transaction is expected to close during the first quarter of 2014, following receipt of regulatory approvals.

    Rockwood (49%) and Chinese lithium producer Chengdu Tianqi Group (51%) will form a joint venture to acquire Talison from its current owners (Windfield is the Holdco of Talison Lithium Pty Ltd.)

    At close, it is expected that Rockwood and Tianqi will contribute equity of $196 million and $204 million, respectively. In addition, Rockwood will also provide to the joint venture a two-year secured loan of up to $670 million at 8% interest. Rockwood will grant Tianqi a three-year call option to invest from 20% to 30% in the equity of Rockwood Lithium GmbH, the European arm of Rockwood’s global lithium business, which will be valued at 14x the last twelve months Adjusted EBITDA.

    Proceeds to the joint venture will be used to pay off existing debt and equity holders including Tianqi Group HK Co., Limited (a subsidiary of Tianqi) and Leader Investment Corporation (a subsidiary of China Investment Corporation). Rockwood is expected to fund its investment in the joint venture from cash on hand.

    "With this acquisition, we have secured access to another significant lithium reserve, in addition to our current resources in the U.S. and Chile," said Seifi Ghasemi, Chairman and Chief Executive Officer. "Further, not only does this complement our core lithium business, but it also meets with all of our prior stated financial and strategic objectives for allocation of capital in a disciplined manner to enhance economic value for shareholders."

    Lazard acted as Rockwood’s financial advisor and Clifford Chance as legal advisor.

    Talison Lithium Pty Ltd

    Talison is a leading global producer of lithium for over 25 years. Talison mines and processes lithium bearing mineral spodumene at its operations located at Greenbushes, Western Australia (the "Greenbushes Lithium Operations"), located approximately 250 kilometers from Perth, Western Australia. Greenbushes Lithium Operations is estimated to be the world’s largest known reserves of lithium spodumene minerals with a current mine life of 40 years.

    Talison has a leading position in the growing Chinese lithium concentrates market. Talison produces two categories of lithium concentrates: (i) technical-grade lithium concentrates which have low iron content for use in the manufacture of, among other applications, glass, ceramics and heat-proof cookware; and (ii) a high-yielding chemical-grade lithium concentrate which is used to produce lithium chemicals which form the basis for manufacture of, among other applications, lithium-ion batteries for laptop computers, mobile phones, electric bicycles and electric vehicles.

    Chengdu Tianqi Industry Group Co., Ltd ("Tianqi")

    Tianqi is a privately held Chinese company founded in 2003. Tianqi and its subsidiaries conduct their operations mainly from China, but have customers, business partners and suppliers in various countries around the world, including Europe, Australia, the United States and Japan. Its business activities are primarily conducted through the following subsidiaries:

    In June 2012, Talison completed and commissioned a new chemical-grade concentrate processing plant to double Talison’s production capacity to 740,000 tons per year of concentrate (~100,000 tones lithium carbonate equivalent per annum)
     

    2013/9/18     Huntsman to Acquire Rockwood’s Performance Additives and Titanium Dioxide Businesses

    -------------------

    Rockwood のリチウム部門 

     

    Langelsheim is the largest and most diverse production location operated by the Chemetall Group. Today's production range covers chemicals for the surfact treatment of metals, inorganic and organic lithium compounds and lithium metal, aircraft sealants as well as high-purity metals and metal compounds of the elements caesium, barium, titanium and zirkonium.


    Talison Lithium is a leading global producer of lithium. 

    Talison Lithium’s headquarters are in Perth, Western Australia and the Company has over 140 employees located in Australia, Canada, Chile and China.

    Talison Lithium currently produces lithium concentrate at its lithium mineral project in Western Australia located in the town of Greenbushes. The lithium orebody at Greenbushes is unique in that it contains large zones of high grade lithium ore. Lithium has been produced from the Greenbushes operations for over 25 years and Talison Lithium currently exports over 350,000 tonnes of lithium products annually to a global customer base.

    Talison Lithium also has a lithium brine project located in the Atacama Region III, in Chile. This prospective exploration project consists of seven salars (brine lakes and surrounding concessions). Five of the salars are clustered within a radius of approximately 30kms and are 100% owned by Talison Lithium and its Chilean partners.

     

    The Salares 7 Project consists of seven salars (salt lakes) and playas located in the Atacama Region of Northern Chile. Five of the seven salars are 100% owned by Talison Lithium and its Chilean partners, and these five are clustered within a radius of approximately 30 kilometres. The salars are largely underlain and surrounded by volcanic rocks of andesitic to basaltic affinity that make up some of the 800 volcanoes located in the Andes Mountains of northern Chile.

    The salars are salt filled closed basins, confined by a sequence of volcanic rocks. The brines in the salars were formed by leaching of the host volcanic rocks by snowmelt and rainwater run-off that accumulated in the closed basins. Evaporation concentrated the waters and precipited the salts which are commonly gypsum and halite.

    Talison Lithium’s exploration program at Salares 7 has included initial drilling, transient electromagnetic geophysical surveys and regional surface water geochemical sampling programs. Talison Lithium has also undertaken process test work studies to assist in designing a processing facility for the project and collecting environmental data.

    ------

    August 23, 2012
    Rockwood Holdings Agrees to Acquire Talison Lithium

    Rockwood Holdings Inc.  announced today that it has entered into a definitive agreement with Talison Lithium Limited  to acquire all of the outstanding shares of Talison in an all-cash transaction for C$6.50 per share for an equity purchase price of approximately C$724 million, on a fully diluted basis (US$732, based on an exchange rate of C$1 = US$1.011635). The Board of Directors of Talison has unanimously recommended the transaction to Talison shareholders. The transaction is subject to the approval of Talison shareholders and other customary closing conditions.

    Rockwood intends to finance the acquisition using existing cash on its balance sheet and new debt financing.

    Commenting on the transaction, Seifi Ghasemi, Chairman and CEO of Rockwood, "The acquisition of Talison is the logical next step in further strengthening our lithium business and enhancing our capabilities. This acquisition will enable us to better serve both our existing global customers as well as Talison's current lithium concentrate customers in China and the rest of the world".

    Lazard is acting as exclusive financial advisor to Rockwood, and Gilbert & Tobin is acting as Rockwood's legal counsel.

    In a C$724 million cash-ready deal for Talison, Rockwood aimed to dominate about half the world’s lithium market, adding, roughly speaking, Talison's 30 percent market share to its 20 percent.

    But Talison's chief customer in China, Chengdu Tianqi, usurped Rockwood’s plans, eventually making what Talison’s board deemed a superior offer worth $847 million.
    Rockwood declined to enter a bidding war.

    Nov 13, 2012

    Chengdu Tianqui Proposes Talison Bid to Trump Rockwood

    Chengdu Tianqi Industry Group Co., a closely held Chinese battery maker, said it will make an offer for Australian mining company Talison Lithium Ltd. that will exceed an agreed takeover bid from Rockwood Holdings Inc. (ROC)

    Chengdu Tianqi’s Windfield Holdings unit agreed to buy or has already purchased an aggregate 15 percent stake in Talison, the Chengdu, Sichuan province-based company said yesterday in a statement. Chengdu Tianqi plans to submit a proposal for the rest of the shares at a higher price than Rockwood’s bid of C$6.50 ($6.50) a share, according to the statement.

    Talison, based in Perth, Australia, mines ore to produce battery-grade lithium, which analysts at Dahlman Rose & Co. say may double in demand during the next eight years on its use in electric vehicles. Talison has the largest open-pit mine for lithium with the highest grade ore in the world, according to Jonathan Lee, an analyst at Toronto-based Byron Capital Markets Ltd. Chengdu Tianqi purchases more than 90 percent of its lithium raw material from Talison, he said.

    “It’s basically vertical integration for them and securing their source of supply,” Lee said in a telephone interview yesterday.

    Talison rose 7.9 percent to C$6.96 in Toronto yesterday.

    Talison dominates the market for technical-grade lithium used in the glass and ceramics industries, he said. Tianqi is the only distributor of Talison’s technical-grade lithium in China, according to the statement.
     

    Australian Approval

    “There’s a limited number of competitors in that space that are vastly smaller than Talison,” Lee said.

    Talison said yesterday in a statement it hasn’t received a proposal from Chengdu Tianqi and recommends shareholders vote for Rockwood’s bid. A voicemail message left with Princeton, New Jersey-based Rockwood wasn’t immediately returned.

    Talison will be able to grow its business and continue its track record of innovation and development in Australia, Joshua Goldman-Brown, a spokesman for Chengdu Tianqi from public relations company Kreab Gavin Anderson, said yesterday in an interview.

    A takeover by Chengdu Tianqi would have to be approved by Australia’s Foreign Acquisitions and Takeovers Act and may be blocked because of the uniqueness of Talison’s resources, Lee said. Goldman-Brown declined to comment on the details of the approval process.

    Chengdu Tianqi, which also makes agricultural machinery, owns a 20 percent stake in Quebec City-based exploration company Nemaska Lithium Inc., according to a Nov. 1 statement from Nemaska.

    Separately, Toronto-based Canada Lithium Corp. said yesterday it agreed to a five-year agreement to supply China’s Tianjin Products and Energy Resources Development Co. with 12,000 metric tons of battery-grade lithium carbonate annually.

    2012/11/13 ブルームバーグ

    豪タリソン・リチウム買収阻止狙う−中国の成都天斉が対抗案

    中国の電池メーカー、成都天斉実業集団は、オーストラリアの鉱山会社タリソン ・リチウムに買収案を提示する。成都天斉の買収提示額は、タリソンが受け入れを決めている米ロックウッド・ホールディングスの買収案を上回る。

    成都天斉が12日発表した資料によれば、同社子会社のウィンドフィールド・ホールディングスはタリソン株を計15%を買い入れることで合意、もしくは既に購入した。成都天斉は残りの株式について、ロックウッドが提示している1株当たり6.50カナダ・ドル(約517円)を上回る価格で買い入れることを申し入れる方針。

     

    ----

     Dec. 6, 2012

    Chengdu Tianqi agrees to acquire Talison Lithium

    Chengdu Tianqi Industry (Group) Co., Ltd. today announced that Windfield Holdings Pty Ltd, a wholly-owned subsidiary of Tianqi, has entered into a definitive agreement with Talison Lithium Limited to acquire all of the shares in Talison that it does not already own in an all cash transaction at a price of C$7.50 per share, by way of a scheme of arrangement (the "Transaction"). The aggregate consideration to be paid to Talison securityholders under the Transaction is approximately C$847 million.

    December 12, 2012

    Tallison Lithium and Rockwood terminate agreement

    Talison Lithium Limited  and Rockwood Holdings, Inc. have agreed to terminate the scheme implementation agreement for the proposed schemes of arrangement between Talison and its Shareholders and Optionholders that would have resulted in all Talison Securities being acquired by a wholly owned subsidiary of Rockwood, as announced on August 23, 2012. Talison will pay Rockwood a C$7 million break fee.

    The termination of the Rockwood Proposal was foreshadowed in Talison’s announcement on December 6, 2012 regarding the proposed schemes of arrangement between Talison and its Shareholders and Optionholders that would result in all Talison Securities being acquired by Windfield Holdings Pty Ltd, an Australian incorporated wholly-owned subsidiary of Chengdu Tianqi Industry (Group) Co., Ltd .


    17 Oct 2014 Pirelli               

    Pirelli and Rosneft, agreement in the synthetic ruber sector in Nakhodka to extend to new technological partner

    Pirelli and Rosneft, in the context of the agreement signed last May for the production and supply of synthetic rubber in Nakhodka, today reached a new agreement which calls for, on the basis of a short list, the identification within three months of a new technological partner for the further development of activities in the rubber sector, including Styrene-Butadiene Rubber (SBR), in that region.

    Under the terms of the MOU, Rosneft and future partner will analyze the ways in which the joint production of synthetic rubber could be launched in Nakhodka, while Pirelli will collaborate in the related Research and Development activities.

    For Pirelli, the MOU also includes the possibility of entering into a long-term supply agreement to purchase the synthetic rubber jointly produced by Rosneft and the new technological partner being identified. SBR is of particular interest as it is an eco-friendly material used in the production of “green tyres”, which improves fuel efficiency and grip in both wet and dry conditions.

    Marco Tronchetti Provera, chairman and CEO of Pirelli, said: “The agreement signed today goes in the direction of strengthening the synthetic rubber project in Nakhodka both technologically and in terms of the already existing synergies between Pirelli and Rosneft. It is also shows Pirelli and Rosneft beginning to move together into new alliances which, as we have already said, could also be a part of our future cooperation.”

    2014/3/25 ロシアのRosneft、イタリアのタイヤメーカー Pirelli の筆頭株主に ロシア極東のナホトカで石油化学コンビナートの定礎式:中国のポリマー輸入で15%のシェア獲得へ

     

    September 6, 2012 Rosneft

    Foundation Stone Laid at Ceremony to Mark Launch of Construction of Eastern Petrochemical Company

    A foundation stone laying ceremony has been held at the construction site of the Eastern Petrochemical Company outside Nakhodka. Construction work, which is being carried out by Rosneft, was formally launched by Russian President Vladimir Putin.

    The petrochemical facility will produce polypropene, high and low density polyethylene, monoethylene glycol and other petrochemical products. Annually, it will process 3.4 mln tonnes of feedstock supplied by Rosneft’s Achinsk and Komsomolsk refineries and the Angarsk Petrochemical Company. Some of the Eastern Petrochemical Company’s facilities will have higher capacity than similar units elsewhere in the world. For instance, the plant’s pyrolysis unit will produce 1.4 million tonnes of ethylene a year. In terms of capacity, it will be unrivalled globally.

    Technologies for the plant will be licensed from leading world-class specialist companies to ensure the facility’s technical prowess and safety. Particular attention was paid to environmental issues as early as at the design stage.

    The complex is located close to fast-growing South-East Asian markets and has its own sea terminal in an ice-free port.

    Construction of the facility will give a strong boost to the regional economy with a multiplier effect increasing tax returns at all levels. Thousands of new jobs will be created at the plant as well as in related sectors with the region reaping corresponding social benefits.

    --------

    24 May 2014

    PIRELLI AND ROSNEFT FURTHER CONSOLIDATE RELATIONSHIP WITH TWO MOUs

     

    On the industrial front, under the terms of the MOU, Pirelli will cooperate jointly with Rosneft in activities to produce synthetic rubbers in Nakhodka, including Styrene-Butadiene Rubber (SBR). Pirelli is also interested in entering into a long-term supply agreement to purchase the synthetic rubber produced. SBR is an eco-friendly material used in the production of “green tyres” which improves fuel efficiency and grip in both wet and dry conditions. This agreement follows an MOU signed for similar activities in Armenia in December 2013.


    Mar 4, 2015  AbbVie

    AbbVie to Acquire Pharmacyclics, including its blockbuster product Imbruvica®, Creating an Industry Leading Hematological Oncology Franchise

    - Adds Imbruvica® a first in class BTK inhibitor approved in multiple indications for blood cancers.

    - Extensive clinical program with over 50 studies ongoing evaluating Imbruvica® as a treatment for a wide range of additional indications, including early assessments for solid tumors and potential treatment of Graft v Host disease.

    - Broadens and deepens AbbVie's already robust pipeline, and establishes the combined company as an emerging leader in the hematological oncology space.

    - Accelerates the company's commercial presence in oncology.

    - Transaction valued at $261.25 per Pharmacyclics' share, total transaction value of approximately $21 billion

    - Highly accretive to both revenue and earnings by 2017.

    AbbVie and Pharmacyclics today announced a definitive agreement under which AbbVie will acquire Pharmacyclics, and its flagship asset  Imbruvica® (ibrutinib), a highly effective treatment for hematologic malignancies.   The acquisition accelerates AbbVie's clinical and commercial presence in oncology, strengthening its already robust pipeline, and establishing its strong leadership position in hematological oncology – an attractive and rapidly growing market, now approaching $24 billion globally.  The acquisition adds to AbbVie's already comprehensive pipeline and strong growth prospects.

    Under the terms of the transaction, AbbVie will pay $261.25 per share comprised of a mix of cash and AbbVie equity.  The transaction values Pharmacyclics at approximately $21 billion and was approved by the Boards of Directors of both companies. 

    Imbruvica® is a Bruton's tyrosine kinase (BTK) inhibitor approved for use in four indications to treat three different types of blood cancers including chronic lymphocytic leukemia, mantle cell lymphoma and Waldenstrom's macroglobulinemia.  Imbruvica® received initial U.S. Food and Drug Administration (FDA) approval in 2013 and is the only therapy to have received three Breakthrough Therapy designations by the FDA.  It is currently approved in more than 40 countries.  Significant opportunity exists with further Imbruvica® indications, including solid tumors, the potential to leverage AbbVie's immunology expertise for the development of Pharmacyclics' immunology program, and advance AbbVie's efforts in hematologic malignancies.

    ブルトン型チロシンキナーゼ(BTK)阻害剤は、BTKという特殊なタンパク質を標的にすることで、 腫瘍細胞の生存と増殖を阻害

    FDAは“breakthrough therapy(画期的な治療薬)”の指定制度を設けました。既存薬と比べて実質的な改善を示すことが期待される開発薬がこの指定を受けることができます。画期的な新薬の迅速な開発と承認審査を目的とするものです。
    Breakthrough Therapyとは、単剤または他剤と併用することにより、重篤または生命を脅かす疾患または状態の治療を目的とした薬剤。さらに、例えば先に実施した臨床試験で実質的な治療効果が確認されているように、1つまたは複数のエンドポイントで既存薬よりも著しい改善が期待される予備臨床データを有する薬剤。

    "The acquisition of Pharmacyclics is a strategically compelling opportunity.  The addition of Pharmacyclics' talented and innovative team will add enormous value to AbbVie," said Richard A. Gonzalez, chairman and chief executive officer, AbbVie.  "Its flagship product, Imbruvica®, is not only complementary to AbbVie's oncology pipeline, it has demonstrated strong clinical efficacy across a broad range of hematologic malignancies and raised the standard of care for patients."

    "Team Pharmacyclics is honored and enthusiastic to join the AbbVie organization.  We share a common purpose.  Together and as one, our focus remains to create a remarkable difference for patient betterment around the world," said Bob Duggan, chairman and chief executive officer, Pharmacyclics.

    Transaction Terms
    AbbVie will acquire all of the outstanding shares of common stock of Pharmacyclics through a tender offer, followed by a second-step merger.  In the tender offer, AbbVie will offer to acquire all of the outstanding shares of Pharmacyclics' common stock for $261.25 per share, consisting of cash and AbbVie common stock.  Pharmacyclics' stockholders will be permitted to elect cash, AbbVie common stock or a combination, subject to proration.  The aggregate consideration will consist of approximately 58% cash and 42% AbbVie common stock.  The closing of the tender offer is subject to customary closing conditions, including regulatory approvals, and the tender of a majority of outstanding shares of Pharmacyclics' common stock, and is expected to close in mid-2015.

    AbbVie will acquire all remaining shares of Pharmacyclics' common stock that are not tendered in the tender offer through a second-step merger, which will be completed immediately following the tender offer and without a vote of Pharmacyclics' stockholders.

    AbbVie expects to fund the transaction through a combination of existing cash, new debt and stock. 

    About Pharmacyclics
    Pharmacyclics, Inc. (NASDAQ: PCYC) is a biopharmaceutical company focused on developing and commercializing innovative small-molecule drugs for the treatment of cancer and immune mediated diseases. The company's mission is to build a viable biopharmaceutical company that designs, develops and commercializes novel therapies intended to improve quality of life, increase duration of life and resolve serious unmet medical needs. It will do so by identifying and controlling promising product candidates based on scientific development and administrative expertise, developing its products in a rapid, cost-efficient manner and, pursuing commercialization and/or development partners when and where appropriate.

    Pharmacyclics markets IMBRUVICA and has three product candidates in clinical development and several preclinical molecules in lead optimization. The company is committed to high standards of ethics, scientific rigor and operational efficiency as it moves each of these programs to commercialization. Pharmacyclics is headquartered in Sunnyvale, CA. To learn more, please visit www.pharmacyclics.com.


    Apr 08, 2015   

    日経

    米後発薬大手のマイランは8日、アイルランド製薬大手のペリゴに買収を提案したと発表した。買収総額は300億ドル(約3兆6000億円)近くにのぼる見通し。欧米で大衆薬や健康食品を手掛けるペリゴの買収を通じて後発薬以外にも事業を多角化し、顧客基盤を広げる考えだ。大衆薬市場は新興国での成長が見込まれ、関連メーカーの買収などの動きが活発になっている。

    マイランは6日、ペリゴに現金と株式交換で1株当たり205ドルでの買収を示した。提示額はペリゴ株の提案前の終値を25%上回る。マイランのロバート・コーリー会長は発表資料でこれまでに数度、ペリゴと交渉を持ったとし、「両社の組み合わせは短期的にも、また長期的にも価値の創造につながる」と述べた。大衆薬、健康食品を商品群に加え、世界の主要市場で事業基盤を拡大するとしている。

    ペリゴ側は提案を受け「検討する」と発表した。両社の2014年ベースの合計売上高はおよそ153億ドルに達する。

    ペリゴは米国企業だったが、アイルランドのバイオ製薬エランを買収し、法人税の低い同国に本社を移した。その後もベルギーの大衆薬大手オメガ・ファーマを買収するなど積極的な買収戦略をとって事業を拡大している。

    In 2013, Perrigo solidified its global foothold by acquiring Elan Corporation plc through formation of a new holding company, Perrigo Company plc, now headquartered in Dublin, Ireland.

    マイランも買収の動きが目立ち、米国のほか英国など欧州にも拠点を持つ。今年に入り、米製薬大手アボット・ラボラトリーズから米国以外の先進国市場の後発医薬品事業を買収した。


    Mylan Proposes To Acquire Perrigo For $205 Per Share

    Mylan N.V. today announced that Mylan has made a proposal to acquire Perrigo Company plc  in a cash-and-stock transaction that would create a diversified, global pharmaceutical leader with an unmatched commercial and operating platform and a unique, one-of-a-kind profile. The combination of these highly complementary businesses would produce a company with critical mass in specialty brands, generics, over-the-counter (OTC) and nutritional products; a powerful commercial platform with reach across all customer channels; an exceptional high-quality operating platform; and opportunities to generate enhanced growth and deliver significant immediate and long-term value and benefits for shareholders and the other stakeholders of both companies.

    Under the terms of the non-binding proposal, which was delivered to Perrigo's Chairman on April 6, 2015, Perrigo shareholders would receive $205 in a combination of cash and Mylan stock for each Perrigo share, which represents a greater than 25% premium to the Perrigo trading price as of the close of business on Friday, April 3, 2015 (the last trading date prior to the date of Mylan's proposal), a greater than 29% premium to Perrigo's sixty-day average share price and a greater than 28% premium to Perrigo's ninety-day average share price.

    Mylan's Executive Chairman Robert J. Coury commented, "This proposal is the culmination of a number of prior discussions between Mylan and Perrigo about the compelling strategic and financial logic of this combination. This combination would result in meaningful immediate and long-term value creation, and our proposal is designed to deliver that value to shareholders and other stakeholders of both companies. We have great respect for Perrigo's board and management team and what they have built. We look forward in the weeks ahead to working with them to capitalize on this tremendous opportunity and working together to create a unique leader with a one-of-a-kind profile in our industry."

    The proposal is subject to the pre-condition of confirmatory due diligence, which pre-condition may be waived by Mylan at its discretion. This announcement is not an announcement of a firm intention to make an offer under rule 2.5 of the Irish Takeover Panel Act, 1997, Takeover Rules 2013 and there can be no certainty that an offer will be made, even if the due diligence pre-condition is satisfied or waived. A further statement will be made if and when appropriate.

    ーーーーー

    About Perrigo

    Perrigo Company plc, a top five global over-the-counter (OTC) consumer goods and pharmaceutical company, offers consumers and customers high quality products at affordable prices. From its beginnings in 1887 as a packager of generic home remedies, Perrigo, headquartered in Ireland, has grown to become the world's largest manufacturer of OTC products and supplier of infant formulas for the store brand market. The Company is also a leading provider of generic extended topical prescription products and receives royalties from Multiple Sclerosis drug Tysabri®. Perrigo provides "Quality Affordable Healthcare Products®" across a wide variety of product categories and geographies primarily in North America, Europe, and Australia, as well as other key markets including Israel and China.

    Perrigo develops, manufactures and distributes over-the-counter (OTC) and generic prescription (Rx) pharmaceuticals, nutritional products and active pharmaceutical ingredients (API), and receives royalties from Multiple Sclerosis 多発性硬化症drug Tysabri®.

    Perrigo Consumer Healthcare (CHC) markets a broad line of over-the-counter (OTC), diabetes and animal healthcare products that are comparable in quality and effectiveness to the advertised brands. Perrigo CHC supplies more than 500 formulas in nearly every major OTC category: analgesics, pediatric analgesics, cough and cold, gastrointestinal, nicotine replacement, allergy, feminine hygiene, as well as blood glucose meters, test strips and supplies for the diabetes market. Perrigo CHC also markets several animal healthcare products, pet treats and miscellaneous pet care items. Perrigo is the store brand leader in creating comprehensive marketing programs and campaigns that support all OTC categories – in-store, e-commerce and digital media.

    Perrigo is one of the United States' largest manufacturers of nutrition products for the store brand market. Nutrition products include infant formula, pediatric nutritionals and vitamins, minerals, and supplements.

    Perrigo API (formerly known as Chemagis) provides differentiated Active Pharmaceutical Ingredients (APIs) and Finished Dosage Forms (FDFs) for the branded and generic pharmaceutical industries.

    TYSABRI® is marketed and distributed solely by Biogen. Perrigo receives royalties on in-market sales.

     



     May 6, 2015 

    Alexion to Acquire Synageva to Strengthen Global Leadership in Developing and Commercializing Transformative Therapies for Patients with Devastating and Rare Diseases

    -- Expands Alexion’s metabolic franchise with the addition of Kanuma™ (sebelipase alfa) for LAL Deficiency (LAL-D) --
    -- Launches of Kanuma and Alexion’s Strensiq™ (asfotase alfa) expected in 2015 --

    -- Creates the most robust rare disease pipeline in biotech; adds SBC-103 for MPS IIIB to clinical development programs --

    -- Combined pipeline to have eight highly innovative product candidates in the clinic for eleven indications --

    -- Preclinical pipeline to have more than 30 diverse programs across a range of therapeutic modalities, including 12 from Synageva’s novel drug discovery platform, with at least four additional programs to enter the clinic in 2016 --

    -- Transaction valued at $8.4 billion net of cash --

    -- Accelerates and diversifies Alexion’s growing revenues starting in 2015 --

    -- Accretive to non-GAAP EPS in 2018 --

    -- Alexion Board increases authorized share repurchase to a total of $1 billion --

     
    Alexion Pharmaceuticals, Inc. and Synageva BioPharma Corp. announced today that they have entered into a definitive agreement pursuant to which Alexion will acquire Synageva for consideration of $115 in cash and 0.6581 Alexion shares, for each share of Synageva, implying a total per share value of $230 based on the nine day volume-weighted average closing price of Alexion stock through May 5, 2015. The acquisition strengthens Alexion’s global leadership in developing and commercializing transformative therapies for patients with devastating and rare diseases.

    The transaction has been unanimously approved by both companies’ Boards of Directors, and is valued at approximately $8.4 billion net of Synageva’s cash. The transaction is expected to accelerate and diversify Alexion’s growing revenues, and Alexion expects to achieve annual cost synergies starting this year and growing to at least $150 million in 2017. In addition, the transaction is expected to be accretive to non-GAAP earnings per share in 2018.

    “Synageva is an ideal strategic and operational fit for Alexion that aligns with what we know well and do well -- providing life-transforming therapies to an increasing number of patients with devastating and rare diseases,” said David Hallal, Chief Executive Officer of Alexion. “With strong ongoing Soliris growth in PNH and aHUS worldwide, and the anticipated 2015 global launches of Strensiq and Kanuma, we will accelerate and diversify our revenue growth. We are excited to create the most robust rare disease pipeline in biotech across a range of therapeutic modalities. Synageva is an outstanding company that shares Alexion’s commitment to serving patients with rare diseases, and together we will create increasing value for our stakeholders.”

    “Alexion is uniquely suited to advance Synageva’s mission to deliver life-saving therapies to patients whose diseases were once considered too rare for developing treatments,” said Sanj K. Patel, President and Chief Executive Officer of Synageva. “As Kanuma moves closer toward patients who suffer from LAL Deficiency, and the other pipeline programs continue to progress, I am confident that this transaction will help continue to improve the lives of patients with LAL Deficiency and other devastating, rare diseases for years to come.”

    The addition of Kanuma expands Alexion’s premier global metabolic rare disease franchise. Alexion will leverage its proven expertise in rare disease education and diagnostics, and its 50-country operating platform, to maximize the opportunity to serve patients suffering from LAL-D. The Company expects that these efforts will result in more infants, children and adults with LAL-D receiving a rapid and accurate diagnosis and, following regulatory approvals for Kanuma, enable physicians to make better informed treatment decisions for their patients. Kanuma is under Priority Review with the U.S. Food and Drug Administration (FDA) and has been granted accelerated assessment of its Marketing Authorization Application (MAA) by the European Medicines Agency (EMA). Kanuma has been granted Breakthrough Therapy Designation by the FDA for LAL Deficiency presenting in infants. Regulatory decisions in the U.S. and Europe are expected in the second half of 2015.

    Alexion developed Soliris® (eculizumab) from the laboratory through regulatory approvals, and currently provides Soliris to patients around the world with paroxysmal nocturnal hemoglobinuria (PNH発作性夜間血色素尿症) and atypical hemolytic uremic syndrome (aHUS)非典型溶血性尿毒症症候群, two life-threatening ultra-rare disorders. Since its launch in 2007, Soliris has grown to more than $2 billion in revenues in 2014, with additional growth anticipated as the Company has consistently identified significant numbers of new patients with PNH and aHUS each year. With Soliris, and following the anticipated approvals of Kanuma and Strensiq, Alexion will have three highly innovative and transformative therapies serving patients with four devastating and rare diseases in 2015.

    2014/1  Alexion はFDAが腎移植患者の移植後臓器機能障害の予防に対し、画期的な終末補体阻害薬であるSolirisをOphan Drug 指定した。

    2011年12月28日-- アレクシオン・ファーマスーティカルズとEnobia Pharmaは本日、アレクシオンがエノビアの株式資本の100%を取得するという正式契約に署名しました。エノビアはモントリオール(カナダ)およびマサチューセッツ州ケンブリッジに本社を置き、極めてまれな生命を脅かす遺伝的代謝疾患患者さんの治療法の開発を専門とした民間のバイオ製薬会社です。

    ノビアの主力製剤候補であるENB-0040 (Asfotase alfa:Strensiq™)は、承認済みの治療法がない極めてまれな生命を脅かす遺伝的代謝疾患の1つである低ホスファターゼ血症(HPP)患者さんを対象としたヒト組換えアルカリホスファターゼ酵素補充療法です。
     

    “By every measure, Alexion is at the strongest and most promising point in our history given the strength of our clinical, commercial, and operational performance and the depth of our team,” said Leonard Bell, M.D., Chairman of Alexion’s Board of Directors. “These strengths will enable us to accelerate the transformation of the lives of patients suffering from LAL-D around the world. Also, I am personally very pleased that Dr. Felix Baker, a deeply experienced board member and leader in the biopharmaceutical industry, will join the Alexion Board of Directors when our transaction is completed. I look forward to working with Felix as we pursue our ambitions to serve more patients with more severe and rare disorders.”

    “This transaction provides Synageva shareholders with immediate value and the opportunity to participate in Alexion’s long-term growth potential,” said Felix Baker, Ph.D., Chairman of Synageva’s Board of Directors. “I am excited to be joining the board of Alexion, a leading, global biotechnology company that is aligned with the mission that Synageva was founded upon – to serve patients who would otherwise be left behind.”

    Acquisition Creates Most Robust Rare Disease Pipeline in Biotech; Expands Manufacturing Capabilities

    Synageva’s pipeline is complementary to Alexion’s growing portfolio of highly innovative product candidates for patients with devastating and rare diseases. Alexion will have a robust clinical pipeline with eight product candidates in clinical trials for eleven indications. The programs include Synageva’s SBC-103, an investigational enzyme replacement therapy in an ongoing Phase 1/2 trial for patients with mucopolysaccharidosis IIIB (MPS IIIB), a genetic and progressive rare metabolic disease. SBC-103 was granted Fast Track designation by the FDA in January 2015.

    In addition, Alexion will have more than 30 diverse pre-clinical programs across a range of therapeutic modalities, including 12 from Synageva’s novel drug discovery platform. At least four pre-clinical candidates from the combined pipelines are expected to enter the clinic by year-end 2016.

    Alexion will also have expanded manufacturing capabilities with three Synageva upstream facilities. Synageva brings to Alexion a proprietary manufacturing technology, known as the expression platform, an integrated system of proprietary vectors that can be used to produce proteins with human-like glycosylation patterns, creating additional therapies with better targeting capabilities and the potential for greater efficacy.

    Drugmaker Alexion Pharmaceuticals said it would buy Synageva BioPharma for $8.4 billion to boost its rare drug pipeline.
    Alexion's cash-and-stock offer values Synageva at $225.92 per share—more than double of Synageva closing price of $95.87 on Tuesday.

    Makers of drugs that treAugat rare diseases are attractive because they typically charge hefty premiums for their products.
    The deal will give Alexion access to Kanuma—Synageva's treatment for a rare disease called Lysosomal Acid Lipase Deficiency
    ウォルマン病およびコレステロールエステル蓄積症 , where build-up of fatty material in the blood and liver causes unexpected complications and some times early death.
    Kanuma's marketing application is being reviewed in the United States and Europe.


    Aug. 4, 2015  

    アイルランドのシャイアーが米バクスアルタに買収提案

    アイルランドの製薬会社シャイアー は、バイオ医薬品の米バクスアルタに株式交換による約300億ドル相当の買収案を提示した。バクスアルタは、米バクスター ・インターナショナルが7月にスピンオフ(分離・独立)した。
    シャイアーは4日発表の資料でバクスアルタに対し「買収協議に応じる」よう求めた。バクスアルタはこれまでのところ協議を拒否しているという。シャイアーの提案では、バクスアルタの株主は1株当たりシャイアーの米国預託証券(ADR)を0.1687ADR受け取る。バクスアルタ株を45.23ドルと評価したことなり、これは3日終値を36%上回る水準。

    バクスアルタは希少な血友病や免疫不全症の治療薬を手掛け、親会社だったバクスターからスピンオフ(分離・独立)を完了したばかり。ファクトセットによると、スピンオフ後もバクスターが24%前後の株式を保有し、筆頭株主の座を維持している。

    2014/3/28

    米バイオ医薬・医療用品大手のバクスター・インターナショナルは27日、2015年半ばをめどにバイオ製薬事業を分離し、別会社として上場する計画を発表した。バクスター本体には、輸液製剤などの医療用品事業が残る。市場や成長ペースが異なる2つの事業を分離し、経営効率や株主価値の向上を見込む。

    分社化は、バクスター株主に新会社の株を割り当てる方式で進める。

    新会社として分離するバイオ製薬事業は、血友病や他の血液疾患の治療剤、ワクチンなどを手がける。13年の売上高は約60億ドル(約6100億円)だった。

    一方、本体に残る医療機器事業は輸液製剤や薬剤投与関連製品が中心。13年の売上高は90億ドルだった。12年に血液透析システム大手の欧ガンブロを買収し、事業規模を拡大していた。

    米製薬業界では、アボット・ラボラトリーズが本体に医療診断器具や栄養事業を残し、後発薬を除く製薬事業を新会社(現アッヴィ)として分離した例がある。アッヴィは13年1月に上場した。

    Shire's $30 Billion Baxalta Bid Faces Big Hurdles

    Shire Pharmaceuticals, the rare disease-focused drug firm based in Dublin, Ireland, is bidding $30 billion, all of it in stock, for Baxalta, the Deerfield, Ill. drugmaker spun out by Baxter Laboratories last month.

    This deal could have a tough time getting done.

    It’s all in stock to preserve the tax-free nature of Baxter’s spin-off, but in order to sweeten the deal further Shire is pledging to buy back shares after the deal closes.

    Baxalta told Shire it’s not interested. But Shire is going to Baxalta’s shareholders to try and pressure it to the negotiating table. Right now, the market doesn’t look convinced the deal will ever happen. Baxalta shares are trading at $38, 15% below the $45 per share that Shire is offering. And Shire shares have slumped 3%.

    And the skepticism is well founded. For one thing, Shire’s offer looks low. The average acquisition premium being offered in biotechnology deals so far this year hovers around 30%. Shire is offering a 36% premium, all of it in stock, not cash. That’s nice, but not knock-your-socks off nice, and it’s no sure thing that it will lead investors to clamor for Baxalta to start talks. Consider that when Actavis bought Allergan for $66 billion last, that represented a 54% premium to Allergan’s share price before the company became embroiled in a nasty takeover battle.

    In fact, the logic behind this deal may be much the same as the logic behind the Allergan one: a tax break. Allergan was originally approached with a hostile offer by Valeant Pharmaceuticals , which has a tax domicile in Bermuda, giving it a lower corporate tax rate than many U.S. competitors. When Allergan was unable to fend Valeant off by other means, it arranged for the deal with Actavis, which has a tax domicile in Ireland. Now the resulting company, once again called Allergan, pays taxes in Ireland.

    Former Allergan boss David Pyott has been approaching members of Congress and even testified in the Senate that U.S. tax law basically puts American companies on sale for foreign acquirers. If this deal goes through, it will be evidence that he’s right. But that’s also a reason that it might not happen.

    Consider: Shire CEO Flemming Ornskov is already promising that layoffs, which often are the real justification behind the mergers of big drug companies (Shire employs 5,000 people, Baxalta 16,000) will not be a big factor here. Instead, it’s that tax advantage, major manufacturing synergies, and Baxalta’s global marketing heft to sell drugs in countries where Shire has no presence that will make the numbers work.

    But that’s also why investors in Shire may not be all that happy with Baxalta as a acquisition target. Both Shire and Baxalta are attempting the same metamorphosis: they are trying to evolve from old-line specialty pharmaceutical firms into hot, hip, fast-growing biotechnology firms, focused on research and development – the kind of companies investors love to reward with high stock valuations.

    Shire was a drug-delivery firm that first became a big deal thanks to Adderall, the treatment for attention deficit hyperactivity disorder. But in 2005 it bought Transkaryotic Therapies, a Cambridge, Mass., biotech firm, for $1.6 billion. It was a cheap and transformative deal that repositioned the company as a maker of treatments for rare genetic disorders. Now portfolios of treatments for rare ailments generate $2.3 billion of Shire’s $6 billion in annual 2014 sales.

    Investors were probably hoping for a deal that wouldn’t add so much headcount, and would bring innovation instead. One thing that distinguishes biotechs from big pharma is leanness: Gilead, with a $176 billion market capitalization, has just 7,000 employees; Celgene CELG -0.29%, worth $100 billion, has 6,000 employees; Regeneron, worth $63 billion, employs 3,000 people.

    Baxalta is in a complicated business: it makes clotting factors to treat hemophilia, which are made from blood. These are in some ways like the so-called biologic drugs that are the mainstays of biotech companies, but they are more difficult to make. Part of Shire’s rationale for the deal is that its own treatments for angioedema, a deadly swelling of the lips and throat, are sourced to some of the same suppliers for raw material.

    The idea behind Baxalta is that these technologies could be the launching point for a biotechnology company, but some of the analysts on Shire’s conference call were concerned about the already marketed products. Ronny Gal, from Bernstein, asked whether Shire had thought about the fact that not only are new long-acting therapies on the way, but also gene therapies that could reduce the need for injected clotting factors. Ornskov shrugged the question off.

    Part of the challenge for Shire is simply an expectations game. The last time it was involved in a big M&A deal, it was to be acquired, not the acquirer. AbbVie, the North Chicago, Ill., drug giant, was going to buy it in part to get its tax domicile, but walked away due to political pressure and regulatory moves by the Obama administration that made the move, known as a tax inversion, less favorable. Now, once again, Shire is planning a deal that could put it in the crosshairs of U.S. politicians.

    アイルランドの医薬品大手Shire Pharmaceuticalsは1月11日、米バイオ医薬品のNPS Pharmaceuticals, Inc. を52億ドルで買収すると発表した。

    Shire Pharmaceuticalsは2014年7月、米同業AbbVie Inc.(米国の製薬会社で、2013年初めに米Abbott Laboratoriesからスピンオフして誕生した) に買収されることで合意したが、AbbVie は10月15日、Shire Pharmaceuticals 買収を撤回すると発表した。
    米政府が9月22日に節税目的の本社移転の抑制を狙った新規則を発表したため、国外に会社を設立することを含む買収効果が不透明になったと判断したもの。

    2014/10/20 買収・合併による節税目的の海外移転禁止の動き強まる

    AbbVie による買収案の撤回により、Shire は違約金16億ドルを受け取った。


    Shire は患者数の少ない希少疾病に強い製薬会社で、競合を避けながら4割弱の高い営業利益率を誇っている。

    NPS Pharmaceuticals は、希少疾病用医薬品(Orphan drug)に重点を置いたバイオ製薬企業で、下記の有力製品を持つ。

    成人の短腸症候群 (SBS) 治療薬としてGattex®が米国と欧州で承認されている。
    成人の副甲状腺機能低下症における NatparaTM(遺伝子組み換えヒト副甲状腺ホルモン)は、第3相試験が完了した。1月24日に米FDAが承認するかどうかを決定する予定。

    今回の買収により、難病治療薬への軸足移動が加速するとともに、消化器疾患や内分泌疾患などの治療薬の拡充を図る。

    ShireのCEOは、バイオテクノロジー企業としての存在感を増すために、引き続き買収機会を模索していくと述べた。

    2015/1/17 アイルランド製薬Shire Pharmaceuticals 、米バイオ医薬品 NPSを買収 


    2015/8/25  日本経済新聞 

    「女性用バイアグラ」企業 カナダ社が買収

    カナダの製薬大手バリアント・ファーマシューティカルズ・インターナショナルは、「女性用バイアグラ」とも呼ばれる女性の性的欲求低下障害の治療薬を手掛ける米製薬会社を買収することで合意したと発表した。買収額は約10億ドル(約1240億円)で、将来の業績に応じて金額を上乗せする。

    米製薬会社はスプラウト・ファーマシューティカルズ。同社の治療薬フリバンセリン(商品名アディ)は、米食品医薬品局(FDA)から処方薬としての認可を18日に受けたばかり。ことし10月中旬から米国で販売可能になる見通し。

    2015/08/20

    米FDA 初の女性性欲低下障害治療薬flibanserinを承認

    米食品医薬品局(FDA)は8月18日、閉経前女性の性欲低下障害(HSDD:Hypoactive Sexual Desire Disorder)に対する初の治療薬Addyi(一般名:flibanserin)を承認した。HSDDは、閉経の苦悩やパートナーとの対人関係の困難さを引き起こす性欲の低下を特徴としている。同疾患は、併存する医学的あるいは心理的状態や人間関係自体の問題、他の医薬品の影響などは関係のないものである。HSDDはいままで性欲が正常だった女性に発症し、性行動のタイプやパートナーに関係なく発症する。

    ---

    FDAの諮問委員会は6月4日、「フリバンセリン(Flibanserin)」について、女性の性欲向上に役立ち得るとしてFDAに承認を促した。

    委員らは、賛成18、反対6でフリバンセリンの市販承認を促す判断を下した。ただし、医師らが、リスクを承知の上で同薬剤を必要とする女性のみに処方するための追加のリスク管理対策を課した。フリバンセリンは更年期前の女性向けの薬剤で、吐き気やめまい、眠気などの目立った副作用が出ることもある。

    フリバンセリンを開発したのはBoehringer Ingelheinだが、最初にFDAの承認を受けられなかった時点(2010年)で米Sprout Pharmaceuticalsに売却された。FDAのウェブサイト上で公開されている文書によると、フリバンセリンを服用した女性らは満足のいく性的経験が1か月あたり平均で4.4回あったという。これに対し治験参加前は2.7回、またプラシボ服用グループでは3.7回だった。

    Development by Boehringer Ingelheim was halted in October 2010 following a negative evaluation by the U.S. Food and Drug Administration.
    The rights to the drug were then transferred to Sprout Pharmaceuticals, which achieved approval of the drug by the US FDA in August 2015.

    -----

    08/20/2015  Valeant

    Valeant Pharmaceuticals To Acquire Sprout Pharmaceuticals

    Enters Sexual Health Market with FDA-Approved Addyi™ (flibanserin 100mg)
    Addyi Expected to Launch in U.S. in the Fourth Quarter of 2015

    Valeant Pharmaceuticals International, Inc. and Sprout Pharmaceuticals, Inc. today announced that they have entered into a definitive agreement under which a wholly-owned subsidiary of Valeant will acquire Sprout, on a debt-free basis, for approximately $1 billion in cash, plus a share of future profits based upon the achievement of certain milestones.

    On Tuesday, August 18, 2015, Sprout received approval from the U.S. Food and Drug Administration (FDA) on its New Drug Application (NDA) for flibanserin, which will be marketed as Addyi in the U.S.   Addyi has demonstrated improvements in desire for sex, reducing distress from the loss of sexual desire and increasing the number of satisfying sexual events. Sprout also has global rights for flibanserin. Valeant will leverage its global scale to register flibanserin internationally.

    Sprout is passionate about women's sexual health and has focused solely on the delivery of a treatment option for the unmet need of premenopausal women with acquired, generalized Hypoactive Sexual Desire Disorder (HSDD) as characterized by low sexual desire that causes marked distress or interpersonal difficulty and is not due to a co-existing medical or psychiatric condition, problems within the relationship, or the effects of a medication or other drug substance.

    Addyi is not indicated for use in postmenopausal women or men or to enhance sexual function. Addyi was approved with a Boxed Warning. Use of Addyi with alcohol increases the risk of severe hypotension and syncope; therefore, alcohol use is contraindicated. Severe hypotension and syncope occurs when Addyi is used with moderate or strong CYP3A4 inhibitors or in patients with hepatic impairment; therefore use of Addyi in patients with hepatic impairment is also contraindicated. Hypotension, syncope and central nervous system (CNS) depression can occur with Addyi alone. The most common adverse reactions are dizziness, somnolence, nausea, fatigue, insomnia and dry mouth.

    Valeant expects Addyi to be available in the United States in the fourth quarter of 2015 through prescribers and pharmacies that have been certified under the U.S. FDA's comprehensive Risk Evaluation and Mitigation Strategy (REMS) program to assure safe use. Following the closing of the transaction, Valeant, under the REMS, will offer physicians and pharmacists the required certification programs for prescribing and dispensing Addyi.

    Following the closing of the acquisition, Sprout will remain headquartered in Raleigh, N.C. and become a division of Valeant. Cindy Whitehead, Chief Executive Officer of Sprout, will join Valeant to lead this division dedicated to the introduction and global commercialization of Addyi, reporting to Anne Whitaker, Executive Vice President and Company Group Chairman.

    Valeant's Chairman and Chief Executive Officer, J. Michael Pearson, said, "Delivering a first-ever treatment for a commonly reported form of female sexual dysfunction gives us the perfect opportunity to establish a new portfolio of important medications that uniquely impact women. We applaud the efforts of the Sprout team to address this important area of unmet need and look forward to working with them to bring the benefits of Addyi to additional markets around the world."

    Sprout Chief Executive Officer, Cindy Whitehead, said, "I am extremely proud of the commitment and passion of our 34 employees who have been mission driven to get to this breakthrough first for women. This partnership with Valeant allows us the capacity to now ensure broader, more affordable access to all the women who have been waiting for this treatment. Beyond building this in the United States, Valeant also offers us a global footprint that could eventually bring Addyi to women across the globe."

    "The Valeant team is excited to be a part of the launch of this critically important treatment for women, and I am personally delighted to welcome Cindy and her colleagues at Sprout to Valeant," added Anne Whitaker, Executive Vice President and Company Group Chairman. "The Sprout team, along with the healthcare providers involved in the Addyi pivotal clinical trials, has delivered on its promise to provide access to a safe and effective treatment for a condition that affects millions of women."

    Under terms of the acquisition agreement, Valeant will pay approximately $500 million, subject to customary purchase price adjustments, upon the closing of the transaction and an additional payment in the amount of $500 million, payable in the first quarter of 2016, plus a share of future profits based upon the achievement of certain milestones. Valeant expects no impact to 2015 earnings, and moderate accretion to 2016 earnings.

    The transaction is subject to customary closing conditions and regulatory approval, including Hart-Scott-Rodino antitrust clearance. The transaction is expected to close in the third quarter of 2015.

    Skadden, Arps, Slate, Meagher & Flom LLP served as Valeant's legal counsel. Sprout was advised by Sullivan & Cromwell LLP as its legal counsel and Perella Weinberg Partners as its financial advisor.

    About Addyi

    Addyi is a novel, non-hormonal oral pill taken once daily at bedtime. Flibanserin has been studied in over 11,000 women. For premenopausal women with HSDD, Addyi has demonstrated improvements in desire for sex, reducing distress from the loss of sexual desire and increasing the number of satisfying sexual events. The most common adverse events among patients treated with Addyi were dizziness, somnolence, nausea, fatigue, insomnia and dry mouth. Hypotension, syncope, and central nervous system (CNS) depression were seen with Addyi alone and more frequently when Addyi was taken in the morning and when co-administered with alcohol or certain other drugs. Alcohol consumption is contraindicated for women taking Addyi. With the FDA, Sprout Pharmaceuticals developed a comprehensive Risk Evaluation and Mitigation Strategy (REMS) program, including prescriber and pharmacist certification, to ensure safe use of Addyi.

    About Sprout Pharmaceuticals

    Sprout Pharmaceuticals, Inc. is passionate about women's sexual health. With a breakthrough concept for women, the company "sprouted" out of Slate Pharmaceuticals in 2011. Based in Raleigh, N.C., the company is focused solely on the delivery of a treatment option for women with HSDD.

    Sprout was founded in 2011 by CEO, Cindy Whitehead and her husband, Robert, when they spun out of and later sold their previous company, Slate Pharmaceuticals, to Actient Pharmaceuticals. Slate developed and commercialized a testosterone implant for men.

    Prior to Sprout Pharmaceuticals, Cindy co-founded and led all operational functions at Slate Pharmaceuticals. Slate Pharmaceuticals commercialized the first FDA-approved long-acting testosterone preparation for men, Testopel 医療用テストステロン埋め込みペレット, in the field of sexual medicine. Cindy led the sale of the Slate to GTCR/Actient Pharmaceuticals in December 2011 spinning out Sprout Pharmaceuticals to pursue the first ever FDA drug approval for women’s most common sexual dysfunction.

    Slate Pharmaceuticals, Inc. acquires, develops, and commercializes products for the diseases of maturing men and women. It offers specialized subcutaneous pellet delivery of hormones. The company offers its products in the United States. Slate Pharmaceuticals, Inc. was founded in 2007 and is headquartered in Durham, North Carolina. As of December 29, 2011,
     

    Actient Pharmaceuticals, LLC, a therapeutics company, develops, acquires, and markets pharmaceutical pharmaceutical products that improve patient outcomes. It focuses on urology, as well as other specialty areas.


    Rosneft and Synthos sign MOU for next phase of future cooperation in synthetic rubber production in Nakhodka

    Pirelli, Rosneft and Synthos today signed a Memorandum of Understanding regarding the approval of the results of the feasibility study begun in April and future cooperation in the development of the synthetic rubber plant construction project in Nakhodka.

    イタリアのタイヤメーカー Pirelli とロシアのRosneftは2014年10月17日、ロシアのナホトカでSBRを含む合成ゴムの生産を行うことについて新しい覚書を締結し、3ヶ月以内に技術パートナーを選ぶことを決めた。

    2014/10/27  イタリアのタイヤメーカー Pirelli とロシアのRosneft、ナホトカでSBR製造へ 

    2015年4月16日、両社とポーランドの石油化学会社 Synthos は覚書を締結、Synthosが技術パートナーとなった。
    計画名をFEPCO
    (Far East Petrochemical Company) としている。

    The document was signed during the Fourth Eurasian Forum in Verona by Rosneft Chairman of the Management Board Igor Sechin, Pirelli Executive Vice Chairman and CEO Marco Tronchetti Provera, and Synthos majority stakeholder Michal Solowow.

    The successful finalization of this phase marks another important step in the implementation of a large-scale project aimed at creating an advanced technology petrochemical cluster in Russia’s Far East. By signing the MOU, the parties confirm their intention to analyze the possibility of the creation of a joint venture between Rosneft and Synthos in the area of synthetic rubber production in Nakhodka, and the implementation of joint Pirelli R&D in the area of tyre materials. Ultimately, Pirelli would become the key customer for the synthetic rubber, as indicated in an MOU signed with Rosneft in 2014.

    Following the signing Igor Sechin said that: “We intend to create at FEPCO a cutting-edge technological and production platform for boosting the development of the automotive and petrochemical clusters in the Russian Far East. In particular, the agreement that we have signed today with two recognized global leaders in high-end technology for synthetic rubber and tire production will allow us not only to build the most advanced synthetic rubber plants as part of our FEPCO development in Nakhodka, but also to successfully supply Chinese and other Asian automotive tire markets for years to come. Developing the FEPCO project is one our key priorities. Its implementation will allow Rosneft to significantly strengthen its position in the energy and petrochemical arena of the region, whilst at the same time creating an unprecedented platform for a multiplicative and all-round development of the Russian Far East region.”

    Marco Tronchetti Provera said: “We are pleased to be moving forward with Rosneft and Synthos on this project, greatly encouraged by the positive results of feasibility study.  Pirelli’s involvement in the process of developing this advanced regional production hub, both on the R & D side and eventually as a key customer, underlines our belief in and commitment to the entire Russian market.”


    September 9, 2014

    FMC Buys Cheminova for $1.8 Billion and Revises Breakup

    FMC Corp. agreed to acquire Danish pesticide maker Cheminova for $1.8 billion, including debt, as Chief Executive Officer Pierre Brondeau builds up the crop chemicals division and reduces the scale of a planned breakup.

    The acquisition, to be completed in early 2015, will add to profit in the first full year, Philadelphia-based FMC said today in a statement. The price for the unit of Lemvig, Denmark-based Auriga Industries A/S includes $340 million of debt, Brondeau, who is also chairman of FMC, said on a conference call.

    Brondeau is buying Cheminova as he revises a March plan to spin off all mineral businesses. He’ll instead sell alkali chemical assets while retaining the unit that makes lithium, used in rechargeable batteries that power electronics. The moves will boost agricultural chemicals to 77 percent of revenue, from 55 percent, with sales in Europe to rise the most, FMC said.

    “That’s exactly where I wanted to go,” Brondeau said today by phone. “I want a very high focus” on agriculture, health and nutrition, he said.

    Proceeds from FMC’s planned sale of its alkali chemicals business, the world’s largest maker of natural soda ash used to make paper and glass, will allow it to pay down some of the debt needed to complete the purchase of Cheminova, Brondeau said.

    FMC rose 0.8 percent to $66.12 at the close in New York. Auriga gained 1.1 percent to 308.50 kroner in Copenhagen.
    Insecticide Focus

    Cheminova has 2,200 employees and sales in more than 100 countries exceeding $1.2 billion last year. More than two-thirds of sales are in Europe and Latin America, with insecticides ranking as the biggest business, followed by herbicides and fungicides.

    FMC is paying about 11.7 times earnings before interest, taxes, depreciation and amortization in the past 12 months, Cheminova Chief Financial Officer Rene Schneider said by phone. The Ebitda multiple is 11 times based on estimated full-year results, FMC Chief Financial Officer Paul W. Graves said on the conference call.

    Cheminova’s earnings before interest and taxes will rise to a “high teens” percentage of sales compared with a profit margin currently lower than 10 percent, Graves said. The gains will come from expanded sales opportunities and eliminating duplicate functions, he said.

    Auriga plans to hold a special meeting of shareholders in October to approve the transaction, the company said in a separate statement.

    FMC will retain its lithium unit, which makes the metal from brine in Argentina, because of change-in-control provisions in its mining contract with the South American country, Brondeau said.
    Reverse Spin

    FMC was planning a so-called reverse spin in which the smaller minerals business would spin off the rest of the company to get around the change-in-control provisions, he said in the interview. A reverse spin won’t work for the lithium unit alone, as it’s too small to succeed independently, he said.

    FMC, which already supplies lithium used by Panasonic Corp. to make batteries for Tesla Motors Inc., expects to be a supplier to Tesla’s planned gigafactory in Nevada, Brondeau said.

    “Maybe they are starting to see with the announcement from Tesla on the gigafactory that there is more opportunity in lithium than they had thought previously,” James Sheehan, an Atlanta-based analyst at Suntrust Robinson Humphrey Inc. who rates FMC neutral, said by phone today.

    The Cheminova deal follows Platform Specialty Products Corp.’s purchase of Chemtura Corp.’s agrochemicals business for about $1 billion earlier this year, in a further sign that makers of active ingredients and crop protection are being snapped up. Platform was co-founded by Nicolas Berggruen and backed by hedge fund manager Bill Ackman.
    ‘Very Competitive’

    “The sale process has been very competitive, with a lot of interest,” Schneider said. With FMC, “the strategies match, with similar ambitions in research and development, and a good complementary in geography.”

    Cheminova competes with Syngenta AG, Dow Chemical Co. and BASF SE as well as Nufarm Ltd. and Adama Agricultural Solutions Ltd.

    Alkali chemicals are “highly profitable and cash generative” and will attract “many interested buyers,” Brondeau said in the statement. FMC is looking to complete the disposal by mid-2015.

    Goldman Sachs acted as financial adviser to FMC and Wachtell, Lipton, Rosen & Katz acted as legal counsel. Citigroup provided additional financial advice and committed debt facilities.

    JP Morgan Chase & Co. advised Auriga. After redistributing the proceeds of the sale to shareholders, Auriga will be dissolved, Schneider said.
    Before it's here, it's on the Bloomberg Terminal.



    April 29, 2016 

    米製薬メディべーションは29日、製薬大手の仏サノフィから受けた93億ドル(約9900億円)規模の買収提案を拒否したと発表した。サノフィはこれに対し、引き続き買収の実現を目指す考えを強調した。今後、買収を巡り両社の攻防が激しくなる可能性がある。

    メディべーションはサノフィの提案を拒否した理由を、同社1株あたり現金52.50ドルを支払うとした買収条件が「メディべーションの価値を大幅に下回る」と説明した。サノフィはこれを受けて同日声明を発表。「メディべーション株主と直接対話することを心待ちにしている」とコメントし、敵対的買収にも含みを残している。

    サノフィは28日、メディベーションに対する買収提案を発表していた。サノフィによると、3月25日に買収の意向を打診し、4月15日には93億ドルの金額を提示した。返答がなかったため、提案の事実を公表したという。

    メディべーションはがん治療薬の開発・販売を手がけている。これまでに前立腺がん治療薬を実用化し、アステラス製薬と組んで日本や欧米で販売している。

    エンザルタミド(英語: Enzalutamide、商品名:XTANDI、開発コードMDV3100)はMedivation社が創薬したアンドロゲン受容体拮抗薬であり、去勢抵抗性前立腺癌(CRPC)に適応を持つ。

    アステラス製薬は、2009年10月、Medivation Inc.と、同社の前立腺がん治療剤である「MDV3100」について、全世界での開発・商業化に関する契約を締結した。

    Sanofi Comments on Medivation’s Rejection of Proposal

     

     

     

    – Reiterates Commitment to Consummating Transaction –

     

    Paris, France – April 29, 2016 – Sanofi  today commented on Medivation, Inc.’s (NASDAQ: MDVN) rejection of Sanofi’s non-binding all-cash proposal to acquire Medivation for $52.50 per share:

    Combining Sanofi and Medivation represents a compelling strategic and financial opportunity to drive immediate and certain value for Medivation’s shareholders while benefiting patients and both companies’ respective stakeholders. Sanofi’s all-cash proposal represents over a 50 percent premium to Medivation’s two-month volume weighted average trading price (VWAP) prior to takeover rumors.  

    Sanofi is a disciplined acquirer and has a strong acquisition track-record. While to date Medivation has chosen not to enter into discussions regarding this value-creating transaction, Sanofi remains committed to the combination and looks forward to engaging directly with Medivation shareholders with regard to our proposal.  

    - See more at: http://mediaroom.sanofi.com/sanofi-comments-on-medivations-rejection-of-proposal/#sthash.lFlvJTbn.dpuf

    -----

    Medivation's Board of Directors Unanimously Rejects Sanofi's Unsolicited Proposal

    Medivation, Inc. today announced that its Board of Directors, after consultation with its financial and legal advisors, unanimously determined that the unsolicited proposal from Sanofi to acquire Medivation for $52.50 per share in cash substantially undervalues Medivation and is not in the best interests of the company and its stockholders. 

    "Over the past several years, we have established a world class oncology franchise and a unique, diversified and highly-promising late-stage development pipeline," said David Hung, M.D., Founder, President and Chief Executive Officer of Medivation. "Further, we have a track record of delivering extraordinary value to our stockholders. Sanofi's opportunistically-timed proposal, which comes during a period of significant market dislocation, and prior to several important near-term events for the company, is designed to seize for Sanofi value that rightly belongs to our stockholders. We believe the continued successful execution of our well-defined strategic plan will deliver greater value to Medivation's stockholders than Sanofi's substantially inadequate proposal." 

    The Medivation Board of Directors' unanimous conclusion was based on the following:

    The proposal substantially undervalues Medivation and its leading oncology franchise.

    Sanofi's proposal would deny Medivation's stockholders the value of Medivation's wholly-owned, innovative late-stage pipeline.

    The execution of Medivation's business plan will deliver value to its stockholders that is far superior to Sanofi's proposal.

    Sanofi's timing is designed to benefit Sanofi - not Medivation's stockholders.

    Medivation will provide additional information on its financial performance, XTANDI's utilization and the company's clinical development plans for talazoparib on next week's earnings call.

    Kim D. Blickenstaff, Chairman of Medivation's Board of Directors, notes that "Medivation has a long history of producing superior growth and generating significant value for its stockholders. Since the launch of XTANDI, Medivation has achieved revenues of nearly $1 billion in just over three years. There are several exciting pipeline opportunities that will drive significant growth. The Board is determined to continue to aggressively focus on working for, and delivering value to, Medivation's stockholders."

    ーーーーーーーー

    Sanofi Comments on Medivation’s Rejection of Proposal

     

     

     

    – Reiterates Commitment to Consummating Transaction –

     

    Paris, France – April 29, 2016 – Sanofi  today commented on Medivation, Inc.’s (NASDAQ: MDVN) rejection of Sanofi’s non-binding all-cash proposal to acquire Medivation for $52.50 per share:

    Combining Sanofi and Medivation represents a compelling strategic and financial opportunity to drive immediate and certain value for Medivation’s shareholders while benefiting patients and both companies’ respective stakeholders. Sanofi’s all-cash proposal represents over a 50 percent premium to Medivation’s two-month volume weighted average trading price (VWAP) prior to takeover rumors.  

    Sanofi is a disciplined acquirer and has a strong acquisition track-record. While to date Medivation has chosen not to enter into discussions regarding this value-creating transaction, Sanofi remains committed to the combination and looks forward to engaging directly with Medivation shareholders with regard to our proposal.  

    - See more at: http://mediaroom.sanofi.com/sanofi-comments-on-medivations-rejection-of-proposal/#sthash.lFlvJTbn.dpuf

    Sanofi Comments on Medivation’s Rejection of Proposal

     

     

     

    – Reiterates Commitment to Consummating Transaction –

     

    Paris, France – April 29, 2016 – Sanofi  today commented on Medivation, Inc.’s (NASDAQ: MDVN) rejection of Sanofi’s non-binding all-cash proposal to acquire Medivation for $52.50 per share:

    Combining Sanofi and Medivation represents a compelling strategic and financial opportunity to drive immediate and certain value for Medivation’s shareholders while benefiting patients and both companies’ respective stakeholders. Sanofi’s all-cash proposal represents over a 50 percent premium to Medivation’s two-month volume weighted average trading price (VWAP) prior to takeover rumors.  

    Sanofi is a disciplined acquirer and has a strong acquisition track-record. While to date Medivation has chosen not to enter into discussions regarding this value-creating transaction, Sanofi remains committed to the combination and looks forward to engaging directly with Medivation shareholders with regard to our proposal.  

    - See more at: http://mediaroom.sanofi.com/sanofi-comments-on-medivations-rejection-of-proposal/#sthash.lFlvJTbn.dpuf

    Sanofi Comments on Medivation’s Rejection of Proposal

    Paris, France – April 29, 2016 – Sanofi today commented on Medivation, Inc.’s rejection of Sanofi’s non-binding all-cash proposal to acquire Medivation for $52.50 per share:

    Combining Sanofi and Medivation represents a compelling strategic and financial opportunity to drive immediate and certain value for Medivation’s shareholders while benefiting patients and both companies’ respective stakeholders. Sanofi’s all-cash proposal represents over a 50 percent premium to Medivation’s two-month volume weighted average trading price (VWAP) prior to takeover rumors.

    Sanofi is a disciplined acquirer and has a strong acquisition track-record. While to date Medivation has chosen not to enter into discussions regarding this value-creating transaction, Sanofi remains committed to the combination and looks forward to engaging directly with Medivation shareholders with regard to our proposal.


    August 16, 2016

    Praxair, Inc. Confirms Preliminary Talks about a Potential Merger with Linde AG

    Praxair, Inc. today confirmed that it is currently in preliminary discussions with Linde AG regarding a potential merger. These discussions are ongoing and there can be no assurance that they will result in a transaction, or on what terms any transaction may occur. Praxair does not intend to comment further at this time.

    ------

    August 16, 2016 Reuters 

    Gas Suppliers Praxair and Linde Are Discussing a Possible Merger

    U.S. industrial gas supplier Praxair and German peer Linde have held initial talks about a merger to create a market leader with a value of more than $60 billion, people familiar with the matter said, sending shares in Linde more than 7% higher.

    An agreement would accelerate consolidation sweeping the industrial gas sector where slower economic growth has weakened demand in the manufacturing, metals and energy sectors and put pressure on smaller players to compete.

    A combination of Praxair and Linde would face scrutiny from regulators in a year when other major deals, such as U.S. oilfield services provider Halliburton $34.6 billion acquisition of Baker Hughes, were shot down due to antitrust concerns.

    Details of the talks, which were first reported by the Wall Street Journal, were not immediately clear.

    One person familiar with the matter said Praxair was considering a takeover of Linde, while two other sources said Linde wanted a merger of equals.

    A fourth person, who is close to Linde, said there had been talks, but that no agreement had been reached.

    One of the sources said a share swap was one possible structure of a deal but that talks were still very preliminary.

    Linde has a market value of around 27 billion euros ($30.4 billion), compared with about $33.7 billion for Praxair.

    Representatives for Danbury, Connecticut-based Praxair could not be immediately reached for comment. Munich, Germany-based Linde declined to comment.

    Sector Shake-Out

    Analysts said talks may have been spurred by French Air Liquide’s acquisition of smaller U.S. peer Airgas for $10.3 billion this year, making the world’s leading industrial gases group a strong second player in North America behind Praxair.

    2015/11/24  産業ガス世界大手のAir Liquid、米同業のAirgas を買収

     

        Source : http://youtu.be/4mshZnZPUzM

     

    Linde has a strong position in healthcare gases in North America, while Praxair is more focused on industrial on-site production, which means a market share of close to 50% resulting from a merger should not spark opposition from U.S. anti-trust regulators, analysts said.

    Baader Helvea analyst Markus Mayer said overlaps in the rest of the world could help generate synergies of up to 800 million euros in a merger.

    “Asset disposals are hardly crippling in a business of regional oligopolies, and the transaction could fix strategic challenges for both companies,” Jefferies analysts said in a note.

    They said they estimated that Praxair could pay a 26% premium over Linde’s market value to gain control of it and still achieve an 8% return on invested capital in the full year and improve its free cash flow per share by $1.70.