Sanofi to buy Bioverativ for $11.6bn

March 2018 | DEALFRONT | MERGERS & ACQUISITIONS

Financier Worldwide Magazine

March 2018 Issue

Global life sciences firm Sanofi and Bioverativ Inc., a biopharmaceutical company focused on therapies for rare blood disorders, have entered into a definitive agreement under which Sanofi will acquire all of the outstanding shares of Bioverativ. The transaction represents an equity value of approximately $11.6bn (on a fully diluted basis).

Under the terms of the merger agreement, Sanofi will commence a tender offer to acquire all of the outstanding shares of Bioverativ common stock at a price of $105 per share in cash. Sanofi plans to finance the transaction with a combination of cash on hand and through new debt to be raised.

The addition of Bioverativ is expected to drive meaningful value for Sanofi’s shareholders, with strong cash flows from Bioverativ’s growing products expected to increase Sanofi’s financial and operational scale.

One of Sanofi’s priorities is to focus on areas where the company currently has, or can effectively build, a leadership position. The addition of Bioverativ supports this priority by adding to Sanofi’s portfolio a differentiated offering of innovative therapies and providing a platform for growth in rare blood disorders. This will expand the firm’s presence in specialty care, further strengthen its leadership position in rare diseases and meet the needs of the patient community.

“With Bioverativ, a leader in the growing hemophilia market, Sanofi enhances its presence in specialty care and leadership in rare diseases, and creates a platform for growth in other rare blood disorders,” said Olivier Brandicourt, Sanofi’s chief executive. “Together, we have a great opportunity to bring innovative medicines to patients worldwide, building on Bioverativ’s success in driving new standards of care with its extended half-life factor replacement therapies.”

Bioverativ’s therapies – Eloctate and Alprolix – for the treatment of haemophilia A and B, respectively, represented the first major advancements in the haemophilia market in nearly two decades when launched. In 2016, Bioverativ generated $847m in sales and $41m in royalties.

Beyond these two marketed products, Bioverativ’s pipeline includes a programme in Phase 3 testing for cold agglutinin disease, and early stage research programmes and collaborations in haemophilia, and other rare blood disorders, including sickle cell disease and beta thalassemia. Sanofi’s R&D organisation will support Bioverativ in bringing these important therapies to patients faster.

Furthermore, Sanofi’s global presence, proven expertise and success in launching specialty medicines, and established footprint in key emerging markets, will help Bioverativ to fully capitalise on growth opportunities for Bioverativ’s current and future products.

“Bioverativ was created to bring meaningful progress to people living with hemophilia and other rare blood disorders, and I am extremely proud of the accomplishments we have made toward that mission over the past year,” said Bioverativ chief executive, John Cox. “Sanofi brings proven capabilities and a global infrastructure, which we believe will help to more rapidly expand access to our medicines globally and further our mission of transforming the lives of people with rare blood disorders. This transaction delivers tremendous value for the shareholders who have invested in and supported our mission.”

The transaction has been unanimously approved by both the Sanofi and Bioverativ boards of directors.

Acting as exclusive financial adviser to Sanofi is Lazard. Guggenheim Securities and J.P. Morgan Securities LLC are acting as financial advisers to Bioverativ. Weil, Gotshal & Manges LLP is serving as legal counsel to Sanofi, while Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel to Bioverativ.

Mr Brandicourt concluded: “Combined with Bioverativ, Sanofi will continue to leverage its scientific know-how, disciplined focus and development expertise that best position the firm to drive value for shareholders and create breakthrough treatments for patients.”

Fraser Tennant