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This excerpt taken from the ELN 6-K filed Aug 28, 2009. Strategic
Alternatives
On 13 January 2009, Elan announced that the Board of
Directors had engaged an investment bank to conduct, in
conjunction with executive management and other external
advisors, a review of our strategic alternatives. The purpose of
the engagement was to secure access to financial resources and
commercial infrastructure that would enable us to accelerate the
development and commercialisation of our extensive pipeline and
product portfolio while maximizing the ability of our
shareholders to participate in the resulting longer-term value
creation.
On 2 July 2009, following this in depth strategic review,
we announced a definitive agreement whereby Johnson &
Johnson will acquire substantially all of the assets and rights
of our AIP, through a newly formed Johnson & Johnson
company. In addition, Johnson & Johnson will invest
$1 billion in Elan in exchange for newly issued American
Depositary Shares of Elan which will represent 18.4% of our
outstanding ordinary shares.
Table of Contents
Johnson & Johnson will assume and continue our
activities with Wyeth under the AIP and will initially commit up
to $500 million to continue the development and launch
activities of bapineuzumab, a potential
first-in-class
treatment that is being evaluated for slowing the progression of
Alzheimer’s disease, as well as other compounds. The
agreement provides for additional funding obligations of the
parties if needed.
In consideration for the transfer of these rights and assets, we
will receive a 49.9% equity interest in the newly formed
Johnson & Johnson company that will acquire the AIP.
We will be entitled to a 49.9% share of the profits and certain
royalty payments upon the commercialisation of products under
the collaboration with Wyeth.
The closing of the transaction, which is subject to customary
closing conditions, is expected in the second half of 2009.
This excerpt taken from the ELN 20-F filed Feb 26, 2009. Strategic
Alternatives
On January 13, 2009, we announced that our board of
directors had engaged an investment bank to conduct, in
conjunction with executive management and other external
advisors, a review of our strategic alternatives. The purpose of
the engagement is to secure access to financial resources and
commercial infrastructure that would enable us to accelerate the
development and commercialization of our extensive pipeline and
product portfolio while enhancing the ability of our
shareholders to participate in the resulting longer term value
creation. The range of alternatives that will be assessed could
include a minority investment, strategic alliance, merger or
sale.
We are committed to completing this review as promptly as
practicable; however, there can be no assurances that any
particular alternative will be pursued or that any transaction
will occur, or, if a transaction does occur, that it will be on
terms favorable to us.
ALZHEIMER’S
DISEASE
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