This excerpt taken from the ELN 6-K filed Aug 28, 2009.
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.
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 Alzheimers 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.
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.