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Pfizer takeover of AstraZeneca can’t get done by U.K. deadline

Both companies say they ready to move in different directions

Not all potential merger deals end in happy marriages. Some, such as American Airlines and U.S. Airways, face regulatory pressure. Some, such as Comcast and Time Warner Cable, raise major concerns for overall competition and net neutrality. And some, such as Pfizer and AstraZeneca, just can’t line up a takeover deal, even with a deadline looming.

Pfizer’s proposed $120 billion takeover of British pharmaceutical rival AstraZeneca is now dead for at least several months, as the two companies are now pursuing other interests. Under U.K. takeover law, Pfizer and AstraZeneca had six months from Pfizer’s original offer to reach a deal. That deadline came and went on Monday.

That’s not to say that a deal won’t happen — U.K. law stipulates that Pfizer may make another bid in six months. However, stalling at this stage does not bode well for a potential deal, and Pfizer chairman and CEO Ian Read told The Wall Street Journal that the company is now looking in other directions.

“We are now moving on. We have no idea whether we'd be interested in AstraZeneca at any point in the future,” Read said.

Meanwhile, in a written statement, AstraZeneca chairman Leif Johansson said that the company would focus internally on its own product line, saying in a statement, “We welcome the opportunity to continue building on the momentum we have already demonstrated as an independent company.”

At times, AstraZeneca did not seem particularly on board with Pfizer’s plans. When in January Pfizer proposed a price of $76.62 per AstraZeneca share plus a premium of 30 percent on that day’s closing stock price, a total of $98.68 billion, AstraZeneca responded that the price “very significantly undervalued AstraZeneca and its prospects.”

The move stalls a strong start to M&A transactions in 2014, especially within the pharmaceutical industry. GlaxoSmithKline and Novartis have agreed to merge elements of each company’s consumer drug business in a $20 billion deal, putting forth a stronger, unified front. In addition, Bayer acquired Merck’s consumer care business for $14.2 billion, taking control of well-known brands such as Claritin, Coppertone, Afrin and Dr. Scholl’s.


For more legal news in the M&A space, check out these recent stories:

Delta makes deal to bring software platform in house

Gibson Dunn’s Becker assists with Susser’s $1.8B acquisition by ETP

Bayer purchases Merck’s consumer care business for $14.2 billion

Asian regulator delays Microsoft acquisition of Nokia devices unit

Assistant Editor

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Zach Warren

Zach Warren is Assistant Editor of InsideCounsel magazine, where he oversees online content submissions and administers InsideCounsel's enewsletters. Zach specializes in new media and multimedia...

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