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Movetis receives a tender offer from Shire

Movetis, the European gastrointestinal pharmaceutical company, has received a conditional offer from a Luxembourg incorporated wholly-owned subsidiary of Shire, the biopharmaceutical company.

The offer is to acquire all outstanding shares and warrants of Movetis at an offer price of EUR19.00 in cash per share, valuing the company’s equity, on a fully diluted basis, at EUR428m.

The public tender offer is expected to start upon approval by the Belgian supervisory authority of the bid prospectus.

Movetis’ board of directors unanimously support this offer and certain shareholders, including Sofinnova Partners, Sofinnova Ventures and Life Sciences Partners, holding in aggregate 38.9 per cent of Movetis’ issued share capital have unconditionally agreed to tender their shares in the bid.

Shire’s offer price of EUR19.00 per share represents a premium of 74 per cent to Movetis’ closing price on NYSE Euronext Brussels as of 2 August 2010; a premium of 107 per cent to the average closing price of Movetis shares for the period from 2 July 2010 until and including 2 August 2010; and a premium of 55 per cent to the Movetis’ IPO offer price of EUR12.25 in December 2009.

The offer is contingent upon the fulfilment of certain customary conditions, including receipt of acceptances in respect of at least 90 per cent of the shares that are the subject of the offer.

One of the conditions for the bid would be that Movetis does not enter into a partnership around Resolor in Europe, and Movetis intends to comply with this condition pending the completion of the bid.

It is anticipated that Movetis will play an important role in Shire’s GI business. Movetis staff will play key roles in research and development in the GI field and in the European commercialisation of Resolor and, over time, of Shire’s Mezavant.

The Movetis employees in Belgium, the UK and Germany will continue to support the Resolor launch and will over time become part of the Shire organisation.

The current Movetis chief executive, Dirk Reyn, will head these European efforts which will be grouped in the existing legal entity based in Turnhout, Belgium. He will report into the Shire global GI business head.

Staf Van Reet (pictured), chairman of the board of directors of Movetis, says: “This transaction, when completed, will create significant shareholder value. This offer is a further remarkable milestone in Movetis’ brief and dynamic history. In October last year we gained the authorisation to market Resolor in 30 European countries, this was followed by our successful IPO on NYSE Euronext in December 2009 and the commercial launch of Resolor in the first European markets in the first half of 2010. This rapid development has now led to receipt of an offer to join forces with Shire, one of the most valuable specialty pharmaceutical companies with a strong specialty presence in the US and Europe.”

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