Bayer to rid itself of animal health unit 'over time' in $7.6B deal with Elanco

Bayer’s animal health selloff is finally here, as the German conglomerate restructures itself for future growth.

Bayer has agreed to sell the animal health business to rival Elanco, an Eli Lilly spinoff, in a cash-stock transaction worth $7.6 billion. Once closed, the deal will catapult Elanco to be the second-largest animal health provider by revenue, behind former Pfizer unit Zoetis.

As previously suspected, debt-heavy Elanco won’t pay the full price in cash. In fact, 30% of the payment, or $2.3 billion, will come in the form of Elanco stock. But deal-hungry Bayer doesn’t seem to care, saying it “intends to exit its stake in Elanco over time.”

For Bayer, it “enhances our focus as a global leader in life sciences,” Bayer CEO Werner Baumann said in a statement. And for Elanco, “[c]ombining Elanco’s strong relationship with veterinarians and Bayer’s leadership in retail and e-commerce will ultimately benefit all our customers,” Elanco CEO Jeffrey Simmons said.

The animal health franchise, which sells popular brands for companion and farm animals, delivered $1.8 billion to Bayer’s top line last year. And the combined organization will continue to deliver mid-single-digit revenue growth, Elanco said. The deal is expected to close mid-2020, the companies said.

The German company first said it was looking to exit animal health in November as part of a restructuring that aims to free up resources for its pharmaceutical and crop science segments. Analysts have expressed concerns that Bayer’s pipeline looks thin, and that it won’t be able to fill the sales gap when its star products Xarelto and Eylea go off-patent in about five years.

RELATED: Ready to rumble: Roche scores Rozlytrek OK to challenge Bayer—and undercuts it on price

Channeling investments in “collaborative research models and external innovations,” Bayer in February exercised an option to take full control of two Loxo Oncology drugs, including location-agnostic cancer therapy Vitrakvi. However, that drug is now also under threat from Roche's new entry Rozlytrek.

During the process, Bayer inked deals to sell two consumer health brands: Coppertone sun care products are being transferred to Nivea maker Beiersdorf for $550 million, and the Dr. Scholl’s foot-care line is heading to private equity firm Yellow Wood Partners for $585 million.

Now, with the Elanco deal—the largest transaction in Bayer’s planned portfolio shakeup—Baumann could soon tick one major item off his to-do list and move a step closer to winning back investor confidence. But the mounting Roundup litigation that came with the Monsanto acquisition are still the biggest challenge, and it’s the reason Bayer stock has suffered and why shareholders recently cast a no-confidence vote in management’s actions in 2018.

RELATED: Is Bayer finally heading for a Roundup deal? Its new legal team suggests so

As of July 11, lawsuits that claim the Roundup weedkiller caused cancer have grown to 18,400, from 13,400 in April. Bayer so far has lost all three large suits with damages in the millions of dollars granted to plaintiffs. Most recently, A California state judge slashed a more than $2 billion award to $86.7 million, shortly after a federal judge in San Francisco reduced a more than $80 million grant to $25.3 million.

Investors and analysts have called on Bayer to settle the lawsuits as soon as possible and move on. Bayer seems to be moving toward that goal, having hired an independent lawyer to advise its supervisory board on the Roundup litigation. Baumann himself also said he’d consider a “financially reasonable” settlement, according to Bloomberg.

Then rumor emerged early this month that Bayer was offering $8 billion in settlement money to end the litigation saga. Bernstein analysts have previously said that Bayer’s under-pressure share price reflects a settlement of around $30 billion. However, mediator Ken Feinberg immediately dismissed the report. “Compensation has not even been discussed in the global mediation discussions,” he said, as quoted by Reuters.