Sanofi files bid for Aventis with SEC, Novartis silent

31 March 2004 17:06  [Source: ICIS news]

LONDON (CNI)--Sanofi-Synthelabo has filed its offer document for Aventis in the US in preparation for pitching for investors’ American Depository Shares (ADS).

 

The offer document was filed with the Securities and Exchange Commission (SEC) with gaps left for data, such as dates, to be added as filed ‘amendments’.

 

Sanofi already has offers for stock in the Franco-German life sciences group open in France and Germany. However, Aventis has launched proceedings against the clearance given for the hostile bid to proceed, which should see an appeal court hearing in Paris on 6 May.

 

Potential ‘white knight’ Novartis has expressed interest in making a friendly bid for Aventis, but the Swiss drugs group has not yet made an offer although talks – not negotiations, Aventis said – have been held between the companies.

 

Novartis said that its feasibility study showed that a merger with Aventis would be “viable” but the firm is treading cautiously after the French government interceded in the sector consolidation activity. The government voiced concern over “national interest” being affected by Aventis merging with a foreign firm in the era of terrorism, specifically over bio-terrorism risk.

 

Aventis chief executive Igor Landau met at the end of last week with the French Prime Minister, Jean-Pierre Raffarin over the bid problems. CNI was told that Landau put forward the options for Aventis and made it clear that a combination with Novartis was favoured.

 

CNI was told that “the advantages of the Novartis ‘project’” were emphasised to Raffarin.

 

Novartis has tried to calm the storm by suggesting job and business could be protected in France and Germany following a tie-up with Aventis by spinning-off non-core assets into a new pharmaceuticals company. 

 

However, earlier this week the European Commission (EC) was drawn into the fight when it said that any concerns over national interest would have to be notified to it by the French government.

 

The EC has exclusive jurisdiction over any bid that would be made for Aventis by Novartis, for instance, a spokeswoman for the Commission said. She added that regulations allowed national governments to take measures they saw fit to protect legitimate interests in three instances – public security, plurality of media, and financial security.

 

The offer document that Sanofi filed with the SEC can be found at:

http://www.sec.gov/Archives/edgar/data/1121404/000095012304003928/y93031a2fv4za.htm

By: Patrick Reynolds
+44 208 652 3214

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