Amgen has agreed to acquire Horizon Therapeutics, a Dublin, Ireland-based bio/pharmaceutical company focused on rare diseases, for $27.8 billion. 

Amgen was not the only suitor for Horizon. Horizon reported in late November (November 2022) that it was in preliminary discussions over a possible acquisition of the company by Amgen, Sanofi, and Johnson & Johnson (J&J). J&J reported earlier this month (December 3, 2022) that it was not bidding for the company, and Sanofi reported this week (December 11, 2022), it was no longer in discussions with Horizon and did not intend to make an offer for the company.  

Horizon has 12 marketed medicines and a pipeline with more than 20 development programs. Its top commercial product is Tepezza (teprotumumab-trbw), a drug for treating thyroid eye disease, which 2021 sales of $1.66 billion. Its second best-selling product is Krystexxa (pegloticase), a drug for treating gout, which had 2021 sales of $565 million. The company has more than 2,000 employees. 

Amgen will execute the acquisition through Pillartree, a company it is creating for purposes of the acquisition. Under the agreement, each Horizon shareholder will be entitled to receive $116.50 for each company share in cash for a value of approximately $27.8 billion on a fully diluted basis and that implies an enterprise value of approximately $28.3 billion. 

The acquisition has been agreed upon by both companies’ board of directors and awaits approval from shareholder, the sanction of the scheme by the Irish High Court under Irish takeover rules, the receipt of required antitrust clearances in the US, Austria and Germany and the receipt of required foreign investment clearances in France, Germany, Denmark and Italy. 

The deal is expected to close in the first half of 2023, subject to receipt of Horizon shareholder approval and customary regulatory approvals.  

Source: Amgen, Sanofi and Johnson & Johnson