Abraxis Shareholders Approve Merger

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Abraxis Bioscience Inc.’s $3 billion merger with Celgene Corp. has cleared a remaining hurdle, Celgene said late Wednesday.

Abraxis shareholder approval of the cash-and-stock deal was a foregone conclusion since Abraxis’ billionaire founder and executive chairman, Dr. Patrick Soon-Shiong, controls about 82 percent of shares either directly or through trusts. Institutional investors hold much of the remaining shares.

Abraxis developed the breast cancer drug Abraxane and is seeking FDA approval to market it to treat additional cancers. Celgene is a Summit, N.J. maker of cancer and immune-inflammatory drugs. Soon-Shiong, whose net worth was estimated at $7.1 billion prior the deal’s announcement June 30, will get about $2 billion in cash and roughly $533 million worth of Celgene stock, which has risen 16 percent since the deal was announced.

Celgene did not say what percentage of Abraxis shares were voted in favor of the deal. A shareholder in June sued Abraxis after the deal was announced, claiming the company was worth more than $3.5 billion, so Celgene’s bid was bad deal for minority shareholders. No settlement in that suit has been announced.

Under terms of the deal, each common share of Abraxis shares will be converted into the right to receive a payment of $58 in cash and 0.2617 shares of Celgene common stock, which closed at $58.23 on Wednesday. The companies expect to close the transaction on Friday.

Abraxis shares earlier closed down 36 cents, or less than a percent, to $78 on the Nasdaq.

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