Labs to sell itself to Endo for $1.6-billion
2013-11-05 06:50 ET - News Release
Mr. Jonathan Goodman reports
ENDO TO ACQUIRE SPECIALTY PHARMACEUTICAL COMPANY PALADIN LABS
Endo Health Solutions has reached a definitive agreement to acquire Paladin Labs Inc. in a stock and cash transaction valued at approximately $1.6-billion of which approximately 98 per cent will be paid in shares of stock as described below.
Accelerates Endo's transformation to leading global specialty healthcare company and creates platform for future growth; Paladin Labs' proven Canadian franchise, robust near-term pipeline and emerging market business complement Endo's U.S. strengths; Combined company expects to grow presence in North America and internationallyStock and cash transaction values Paladin Labs at $77.00 (CAD) per share Expected to be immediately accretive to Endo's 2014 adjusted EPS
The acquisition accelerates Endo's strategic transformation to a leading global specialty healthcare company and creates a platform for future growth in North America and internationally. Pursuant to the acquisition, each of Endo and Paladin Labs will be acquired by a newly-formed Irish holding company ("New Endo"). At $77.00 (CAD) per Paladin Labs share, the transaction represents a 20% premium to Paladin Labs' share price of $63.91 as of November 4, 2013, and is expected to be immediately accretive to Endo's 2014 adjusted earnings per share."The acquisition of Paladin Labs accelerates Endo's transformation from an integrated health solutions company to a top tier global specialty healthcare leader," said Rajiv De Silva, president and CEO of Endo. "Together with our sharpened focus, lean operating model and improved execution within our core businesses, strategic acquisitions will continue to play a key role in maximizing our growth potential and cash flow generation to drive future value for Endo shareholders. Paladin Labs has a proven track record of acquiring and in-licensing innovative new products, and developing international growth platforms. Paladin Labs' stable and growing cash flows and strong Canadian franchise complement our existing portfolio and further diversify our pharmaceutical product mix and geographic reach. The compelling financial and operational platform we are creating through this combination will leave the new Endo well positioned to continue to offer products that make a difference in the lives of patients while generating superior growth and returns for our shareholders.""The transaction with Endo provides Paladin Labs shareholders an attractive current premium for their shares while allowing for ongoing participation in the upside potential of the combined company," said Jonathan Ross Goodman, Chairman and Founder of Paladin Labs. "We are confident that our 17 years of consecutive record revenues will continue unabated under Endo's stewardship. With a relentless focus on execution, talented and tenacious people, and a proven strategy, Paladin Labs has become one of Canada's leading publicly traded pharmaceutical companies."Paladin Labs is a specialty pharmaceutical company focused on acquiring or in-licensing innovative pharmaceutical products for the Canadian and world markets. With over 60 marketed drugs, proven sales and marketing capabilities, and strong partnerships with leading global pharmaceutical companies, Paladin Labs has a track record of enhancing the performance of existing and newly acquired products. Key products serve growing drug markets including ADHD, pain, urology and allergy, with a strong pipeline of new product launches over the next 12 months. In addition to its Canadian operations, Paladin Labs owns a controlling stake in Laboratorios Paladin, S.A. de C.V. in Mexico and a 61.5% ownership stake in publicly traded Litha Healthcare Group Limited in South Africa.Following completion of the transaction, New Endo will be led by Endo's current management team. Paladin Labs will be a separate operating company under New Endo and will continue to be led by Paladin Labs' current management team and will