J&J will begin a tender offer to buy shares of Allschwil, Switzerland-based Actelion for USD280 each in cash, the companies said in a statement.
Johnson & Johnson agreed to buy Actelion Ltd for USD30 billion and spin off the Swiss drugmaker's research and development operations, clinching its largest deal ever to become a leader in medicines for a rare type of high blood pressure.
J&J, one of the world's biggest maker of health-care products, is fulfilling its goal of gaining a new drug category with the transaction and dealing a blow to France's Sanofi, which had also courted Actelion.
According to an analysis from Bloomberg Intelligence, the deal is expensive compared to recent industry takeovers such as Pfizer Inc's acquisition of Medivation Inc and AbbVie Inc's purchase of Pharmacyclics Inc.
The agreement caps two months of stuttering negotiations to find a deal structure palatable to Jean-Paul and Martine Clozel, Actelion's founders. The discussions were interrupted for several days after New Brunswick, New Jersey-based J&J walked away on December 13, only to return to the negotiating table about a week later, interrupting talks Clozel had started holding with France's Sanofi.
J&J will begin a tender offer to buy shares of Allschwil, Switzerland-based Actelion for USD280 each in cash, the companies said in a statement. The price, which equals 280.08 Swiss francs, is 23 percent above Wednesday's closing level. The research and development operations will be spun off to Actelion shareholders as a new publicly traded company with 1 billion francs of cash. J&J will keep a 16 percent stake in the new company.