Actelion bids $420 million for US firm CoTherix; gains rights to Ventavis

In a move that will strengthen its pulmonary arterial hypertension therapy franchise, Swiss biopharmaceutical company Actelion has entered into a definitive agreement to acquire the whole of California, USA-based CoTherix. The US firm markets Ventavis (iloprost), the only approved inhaled therapy for the treatment of PAH in the USA.

Actelion will commence a cash tender offer of $13.50 per CoTherix share, for a total acquisition price of approximately $420.0 million. This represents a premium of about 72% over its closing price one month prior, and a 21% more than that of $11.20 on November 17, the last trading day ahead of the announcement. Subject to regulatory clearance and other customary closing conditions, the transaction, which has been approved by both companies' boards of director, is expected to conclude early in first-quarter 2007.

Actelion has had a long-standing relationship with the US firm, developed through a shared focus on PAH. This cooperation was extended with CoTherix' clinical STEP trial investigating the combined use of the Swiss group's lead product, Tracleer (bosentan) and Ventavis. Based on that relationship, the two companies had previously commenced discussions regarding the strong strategic fit between their businesses, but these were placed on hold due to certain contractual obligations of CoTherix. After the close of the Swiss market on November 17 and following the earlier-than-expected conclusion of these obligations, CoTherix inquired of Actelion whether it wished to resume discussions. Following this, Actelion completed its due diligence and the companies finalized negotiations.