Actelion acquisition close to completion, says J&J

Updating on its proposed acquisition of Swiss biotech firm Actelion (SIX: ATLN), US healthcare giant Johnson & Johnson (NYSE: JNJ) says the $30 billion deal is nearly done and is expected to complete in the second quarter.

J&J subsidiary Janssen Holding GmbH published the provisional notice of the interim result of its all-cash public tender offer, noting that at the expiration of the main offer period, a total of 78,629,955 Actelion shares were tendered, corresponding to 73.25% of the 107,339,642 Actelion shares covered by the tender offer.

Subject to the satisfaction of certain conditions, Janssen has declared the tender offer successful. The additional acceptance period of 10 trading days (at the SIX Swiss Exchange) for the subsequent acceptance of the tender offer will commence on April 6, 2017 and expire on April 21, 2017.

J&J also announced that the applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, with respect to Janssen's proposed acquisition of Actelion have either expired or been terminated early. The Japan Fair Trade Commission and the Israeli Antitrust Authority have cleared the proposed acquisition of Actelion.

Spin-out to be named Idorsia

As previously announced, as part of the transaction, Actelion will spin out its drug discovery operations and early-stage clinical development assets into a newly-created Swiss biopharmaceutical company, to be called Idorsia Ltd. The shares of Idorsia are expected to be distributed to Actelion's shareholders as a dividend in kind and listed on the SIX Swiss Exchange on the day of the settlement of the tender offer. J&J will initially hold 16% of the shares of Idorsia and have rights to potentially increase to 32% through a convertible note.



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