Sanofi may have backed down against Amgen in a recent M&A bidding war, but its initial offer that got the ball rolling on the $28 billion buyout of Horizon Therapeutics suggests the French Pharma has a desire for dealmaking.
While Amgen ultimately took home the prize Monday, Sanofi kicked off the interest in Horizon when it floated an unexpected cash proposal for the company, Horizon said in a filing with the Securities and Exchange Commission Monday.
Faced with Sanofi’s inaugural bid, Horizon talked through the proposal and concluded the “offer price was insufficient to warrant any substantive discussions.”
After Horizon initially rejected Sanofi’s offer, the French drugmaker returned to the bargaining table twice during the next 28 days with “subsequent proposals at higher prices,” Horizon explained.
After Sanofi’s third proposal, Horizon “determined that the proposed price was sufficient to permit Sanofi to receive a management presentation and access to limited additional informational in order to support Sanofi making a further enhanced offer,” Horizon said.
At this point, Horizon figured the best way to proceed would be to “approach other potential bidders,” the company said in its securities filing. In turn, the company contacted “three additional global biopharmaceutical companies” with potential interest.
Ultimately, Horizon reached out to three parties—Amgen, Johnson & Johnson and an unnamed outfit referred to Company A.
All three companies “expressed an interest in receiving” M&A pitch materials from Horizon, which ultimately entered into confidentiality agreements with “all four” drugmakers, including Sanofi. At this point, Amgen submitted an initial bid, while Sanofi hiked up its proposed offer. The unnamed company A declined to submit a proposal, while J&J said it was still weighing its options.
J&J officially exited talks for Horizon last week.
That left Amgen and Sanofi at the bargaining table. After reviewing the suitors’ bids, Horizon ruled that Amgen’s proposal was “superior,” with the board unanimously voting to accept the deal terms from Amgen of $116.50 per Horizon share.
On Monday, the Big Biotech said it would pay around $28 billion to get its hands on Horizon, striking the biggest biopharma M&A deal of 2022. The drugmaker is paying a premium of approximately $47.9% on the closing share price of $78.76 per Horizon share on Nov. 29, 2022, the company said in its release. Amgen’s Horizon buyout is expected to close in the first half of 2023, Amgen executives said on a call with investors Monday.
As for Sanofi, its unclear where the company now stands on the M&A front. But its unsolicited offer for Horizon shows the pharma giant is weighing the dealmaking landscape.
Sanofi declined to comment when Fierce Pharma asked about the company's business development strategy after its Horizon pursuit.