Warner-Lambert To Acquire Agouron
Warner-Lambert Co. has signed a definitive agreement to acquire Agouron Pharmaceuticals Inc. (La Jolla, CA), an integrated pharmaceutical company discovering and developing therapeutic products for treatment of cancer, AIDS and other serious diseases. Agouron achieved total revenues of $467 million for the fiscal year ended June 30, 1998.
Through this transaction, Warner-Lambert will markedly augment its new product pipeline and will significantly expand its presence in important therapeutic areas such as anti-virals and oncology. In addition to gaining access to several promising late-stage compounds, the acquisition immediately provides Warner-Lambert with the market leading HIV product for the treatment of HIV in adults and children. Viracept (nelfinavir mesylate), Agouron's first commercial product, is an HIV protease inhibitor that received marketing clearance from the U.S. Food and Drug Administration in 1997.
Under the terms of the agreement, which is valued at approximately $2.1 billion, each share of Agouron stock will be exchanged for approximately $60 worth of Warner-Lambert stock so long as the price of Warner-Lambert stock is between $64.52 and $74.00 at the close of the transaction. In no event will Agouron shareholders receive less than 0.8108 share of Warner-Lambert common stock for each share of Agouron common stock, nor more than 0.93 share of Warner-Lambert common stock for each share of Agouron common stock. The exact exchange ratio will be based on the average price of Warner-Lambert stock prior to closing.
Peter Johnson, Agouron president and chief executive officer, said, "This is a carefully considered strategic move to maximize Agouron's long-term ability to bring forward new drugs for patients confronted by cancer, viral infections, and diseases of the eye and, at the same time, to contribute its scientific strengths to Warner-Lambert's efforts to discover innovative drugs in other important therapeutic fields."
For more information: Agouron Pharmaceuticals Inc., 10350 North Torrey Pines Road, La Jolla, CA 92037-1020, USA. Telephone: 800-501-AGPH. Fax: 619-622-3298.