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GSK to acquire Bellus Health for $14.75 per share
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GSK to acquire Bellus Health for $14.75 per share

GSK plc (GSK) and Bellus Health (BLU) announced that they have entered into an agreement under which GSK will acquire Bellus, a Canada-based, late-stage biopharmaceutical company working to better the lives of patients suffering from refractory chronic cough, or RCC, for $14.75 per share of common stock in cash representing an approximate total equity value of $2.0B, or GBP 1.6B. "The acquisition provides GSK access to camlipixant, a potential best-in-class and highly selective P2X3 antagonist currently in phase III development for the first-line treatment of adult patients with RCC," the companies stated. "The acquisition of BELLUS is highly synergistic with GSK’s expertise in respiratory medicines and is further supported by GSK’s leading R&D, manufacturing, and commercialisation capabilities. Following the anticipated regulatory approval and launch of camlipixant in 2026, the acquisition is expected to be accretive to adjusted EPS from 2027 and has the potential to deliver significant sales through 2031 and beyond," GSK said. "Under the terms of the agreement, the acquisition will be effected through a Plan of Arrangement pursuant to the Canada Business Corporations Act in which the shares of BELLUS outstanding will be acquired by the Company in consideration of US$14.75 per share in cash. Subject to customary conditions, including court approval, the approval of the acquisition by at least 66.67% of the votes cast at a meeting of BELLUS’ shareholders and a majority of the votes cast by non-interested shareholders at such meeting, and approval by the appropriate regulatory agencies, the transaction is expected to close in the third quarter of 2023 or earlier. The per-share price represents a premium of approximately 103% to BELLUS’ closing stock price on 17 April 2023 and a premium of approximately 101% to BELLUS’ volume-weighted average price (VWAP) over the last 30 trading days. BELLUS’ Board of Directors has unanimously recommended that BELLUS’ shareholders vote in favour of the approval of the acquisition. GSK will account for the transaction as a business combination and expects it to be accretive to adjusted EPS in 2027, the expected first full year of camlipixant’s sales. There is no change to GSK’s full-year 2023 guidance or the medium-term outlook for 2021-2026 of more than 5% sales and 10% adjusted operating profit CAGR at CER," GSK added.

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