DealZone

Brief respite from brickbats

London’s bankers were hardly in celebratory mood last night, post-Darling, but Financial Times unit mergermarket persevered with their 2009 M&A awards, crowning Lazard financial adviser of the year for working on deals such as BGI-Blackrock and Glaxo-Stiefel, and lauding Swiss drugmaker Roche for its $47 billion buyout of Genentech. See the extensive list of winners — including Financial Adviser of the Year, Visegrad Group [that's the Czech Republic, Poland, Hungary and Slovakia] — here.

Curiously, though, there was nothing for Morgan Stanley — the No. 1 bank year-to-date for announced M&A globally and in the United States, according to Thomson Reuters data. And arch-rival Goldman Sachs was awarded just for its work in Germany, while Europe’s top M&A house in 2009, Deutsche Bank, also went empty handed.

Thomson Reuters magazine Acquisitions Monthly hosts its bash in January.

Avastin’s Placebo Effect

DEPRESSION-DRUGS/Roche shareholders must feel as though they got some bad stuff when they handed over $46.8 billion to buy Genentech in March. In a major study, Avastin, Genentech’s colon cancer drug, failed to prevent the recurrence of colon cancer in patients who had undergone surgery. Roche shares promptly tumbled.

Roche investors were thinking Avastin sales would double from $4.4 billion, and Roche still sounds confident that the drug will do about that well treating colon cancer in its earlier stages, as it was designed to do. Roche said a positive result on the study was not a foregone conclusion, calling its success a “coin toss.” But this is unlikely to placate its stockholders because it implies Roche didn’t adequately account for the risk.

In fact, it looks increasingly like Roche was high on Avastin’s prospects when it raised its offer for Genentech, apparently trying to get in before a would-be positive result from the study drove Genentech’s stock any higher.

Another deal in healthcare: what’s the magic pill?

pillsAs dealmakers everywhere struggle to get deals done, the healthcare industry seals yet another one.

Express Scripts has agreed to buy health insurer WellPoint’s prescription business for $4.68 billion in a significant expansion for the U.S. pharmacy beenfit manager. The deal will be a concoction of cash and up to $1.4 billion in common stock, and will generate more than $1 billion of incremental EBITDA.

This comes on the heels of Pfizer’s $68 billion acquisition of Wyeth, Merck’s $41.1 billion takeover of Schering Plough and Roche Holding’s $46.8 billion buyout of Genentech. Granted, this isn’t a pharma deal, but it still falls under the umbrella of the healthcare sector.

Good medicine for Morgan Stanley

USA/Morgan Stanley‘s jump from 10th to first in our M&A league table should put them on cloud nine. The first quarter was busy with drug deals, and Morgan Stanley was in on the biggies: advising Wyeth on its $64.5 billion acquisition by Pfizer, and Schering Plough on its $46 billion takeover by Merck. And with the ink still to arrive on the paper of both deals, more good stuff could be on the horizon. The trick for Morgan Stanley, and anyone wanting to take down the king of the hill, is to spot and exploit the trend.******If drug deals remain du jour — and many expect the sector to stay hot, despite all the swallowing going on — the trend will certainly be toward Biotech. The markets for biologics and pipeline-filling cancer treatments have been strong in the face of expected government action to lower doctor and drug bills.******The heightened merger activity in Big Pharma has switched the tables a bit in the sector. After Roche’s nearly $47 billion acquisition of Genentech, analysts became increasingly convinced that the remaining big biotechs like Celgene, Gilead, Genzyme, Biogen Idec and Amgen could emerge as buyers, given that traditional Big Pharma is either digesting deals or just not so big anymore.******Christopher Kaufman; DealZone Editor******Deals of the Day:******* Drug maker Lupin Ltd said it has acquired a 51 percent stake in Multicare Pharmaceuticals Philippines Inc, marking the Indian firm’s foray into the $2.5 billion Philippines pharmaceuticals market.******* Britain-based dairy products maker Dairy Crest said it had sold its 49 percent stake in Yoplait Dairy Crest (YDC) to the Yoplait Group for 63.5 million pounds ($92.66 million) and that it would use the cash to reduce debts.******* Austrian steelmaker Voestalpine said its North American unit, VAE Nortrak had acquired U.S-based Leading Enterprises Inc, a supplier of speciality components for railway tracks, as part of a plan by the company to expand its railway division.******(PHOTO: A sign is pictured on Wall St. near the New York Stock Exchange in New York November 25, 2008. REUTERS/Lucas Jackson )

The next best drug deal

USA/After eight months of playing hard to get, cancer drug maker Genentech has agreed to be bought by Roche for $95 per share — a price Roche didn’t think it would have to pay. The strength of the dollar makes the deal even more expensive for Switzerland-based Roche, but it may feel it got off easy, given talk that Genentech management might hold out for as much as $120 per share.

Following Pfizer‘s bid for Wyeth and Merck‘s offer for Schering-Plough, that makes nearly $160 billion in Big Pharma deals so far this year. The last two big U.S. pure pharma companies still unattached are Bristol-Myers Squibb and Eli Lilly. Both are probably feeling a bit lonely, particularly Bristol, which installed a dealmaker CEO a couple of years ago.

Bristol and Lilly, the grande dames of the industry, face increasing competition from generics and are struggling to keep their pipelines pumped up. They’ve been hunting for exciting biotechs and makers of hot new biologic drugs, preferably in cancer or another big disease market, as a matter of survival. Lilly already has some exposure here, having bought Erbitux maker ImClone last year for a far less exciting $6.5 billion.

It’s in the Genes

The market may be sickly, but Genentech investors are in that most rare place, holding a stock that is close to its lifetime high of just over $100 with a suitor repeatedly raising its bid for the company like it was 2006 all over again.

While Swiss drugmaker Roche says its latest official bid of $93 per share for the U.S. biotech, made last Friday, is fair, a source tells us they are prepared to go to $95, valuing the deal at $46.7 billion. Roche shareholders seem happy with the bidding so far, trading the shares higher today as the company talks to investors at its AGM.

Genentech would give Roche a big shot of lucrative cancer drugs and other medicines, including Avastin, which is approved to treat advanced colon, breast and lung cancers and is being tested for several other uses. And with Big Pharma marriages all the rage in ’09, Genentech investors must feel like the best natural selection in the market right now.

Roche basks in Genentech defence

roche-hqIt wasn’t quite the market response Genentech CEO Arthur Levinson was looking for.

Levinson and his team worked hard to make the bull case for the biotech group by providing long-term forecasts to prove it is worth far more than Roche is willing to pay. Yet Genentech shares still ended down 4.6 percent, or nearly $4, in line with a grim market on March 2.

Roche investors, by contrast, were in distinctly chipper mood on March 3, marking up the Swiss group’s stock by more than 5 percent. 

Hard ball from Basel

schwanExpect a bruising fight.

In the battle for control of the world’s most valuable biotech company, Roche CEO Severin Schwan is playing hard ball. The reason is simple: he needs to clinch a deal that clearly enhances earnings.

The Swiss drugmaker has been the most highly rated Big Pharma company for years but financial results last week suggest it may be losing its mojo. Certainly, its premium rating is slipping.

Genentech had wanted $112 a share but Roche’s tender offer for the 44 percent of Genentech it doesn’t already own actually cuts the price to $86.50, or about $42 billion, from the $89 proposed last July.

Credit crisis advantage?

RocheThe credit crisis may just be the leverage Roche needs in its bid for Genentech.

The Swiss drug maker went hostile with its bid to buy the 44 percent of Genentech it doesn’t already own. But in a rather unusual move, it has gone to shareholders with an offer that is actually lower than the $44 billion bid it initially made for the U.S. biotech group.

Investors now have a public tender offer at $86.50 per share in cash, valuing the deal at $42 billion, down from $89 per share earlier.

After the initial announcement in July, Genentech shares rose to a high of $99.05, but later fell back below the offer price as the credit crisis bit, giving Roche the leeway to lower its bid.

Mum’s the word on Roche bid financing

roche.jpgAt a time when many dealmakers want to prove their ability to fund an acquisition, Swiss drugmaker Roche Holding AG is staying mum on how it would pay for its bid to buy the rest of Genentech.

“At this point we would not give any details or further information on how we arrange the financing and where exactly we stand in the negotiating process,” Roche Chief Executive Severin Schwan told reporters.  “I would like to reaffirm that we remain committed to the deal and we aim for a negotiated settlement.”

Earlier this month, Roche was in talks with a group of 10 to 15 banks regarding funding, but talks were characterized as “slow” by bankers close to the deal.