Sanofi Files Premerger Notification in Move to Acquire MedivationBy
Sanofi has filed for premerger notification under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) with the US Department of Justice Antitrust Division and the US Federal Trade Commission regarding its intention to acquire Medivation, Inc. As announced on April 28, 2016, Sanofi proposed to acquire Medivation for $52.50 per share, representing an all-cash transaction valued at approximately $9.3 billion, a move that Medivation has thus far rejected.
The filing follows another effort by Sanofi to move the process for acquiring Medivationl. In a letter dated May 4, 2016 to Medivation’s board of directors, Sanofi’s Chief Executive Officer Olivier Brandicourt said that Sanofi was willing to go directly to the company’s shareholders to continue its pursuit of Medivation if that should become necessary. “You should know that an acquisition of Medivation is a priority for Sanofi and we are committed to effecting it. If you are not prepared to engage with us, we have no choice but to go directly to your shareholders,” he said in the letter. “As you know, your shareholders have the ability to act at any time by written consent to remove and replace the Board. If the Medivation Board of Directors continues to refuse to engage with us, then we intend to commence a process to remove and replace members of the Board.”
Medivation’s key product is Xtandi (enzalutamide), a drug to treat prostate cancer, for which it is partnered with Astellas. In its first-quarter earnings release, Medivation reported that US net sales of Xtandi, as reported by Astellas, are expected to range between $1.425 and $1.525 billion in 2016.
In October 2009, Medivation and Astellas entered into a global agreement to jointly develop and commercialize enzalutamide. The companies are collaborating on a development program that includes studies to develop enzalutamide across the full spectrum of advanced prostate cancer as well as advanced breast cancer. The companies jointly commercialize Xtandi in the United States, and Astellas has responsibility for manufacturing and all additional regulatory filings globally, as well as commercializing the drug outside the United States.