Noven Pharmaceuticals and Hisamitsu Pharmaceutical have entered into a merger agreement. Hisamitsu has proposed to acquire Noven for total cash consideration of approximately $428 million or $16.50 per share, in an all-cash tender offer for its 100% of the outstanding shares.
The acquisition is expected to be effectuated through a cash tender offer by a wholly-owned subsidiary of Hisamitsu for the outstanding shares of Noven.
Jeffrey Eisenberg, executive vice president, Noven, and president of the Novogyne joint venture, will be named Noven’s president and CEO.
Peter Brandt, president and CEO of Noven, said: It brings together two industry leaders in complementary geographic markets that share a joint commitment to the development, manufacture and commercialization of transdermal and other therapies. With our combined capabilities and shared vision, we expect to accelerate the achievement of the Noven mission – to develop and commercialize products and technologies that meaningfully benefit patients, our customers and our industry partners – and to achieve that mission on a grander scale than we could alone.
Hirotaka Nakatomi, President of Hisamitsu, said, “We believe products incorporating Noven’s technologies have the potential to supplement Hisamitsu’s development efforts in Japan and elsewhere, thereby advancing our vision of serving patients globally with new transdermal therapies that improve the quality of life.