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Novartis announces portfolio transformation, focusing company on leading businesses with innovation power and global scale: Pharmaceuticals, Eye Care and Gener

Novartis International AG / Novartis announces portfolio transformation,
focusing company on leadingbusinesses with innovation power and global scale:
Pharmaceuticals, Eye Care and Generics. Processed and transmitted by NASDAQ
OMX Corporate Solutions. The issuer is solely responsible for the content of
this announcement.
* Acquires GSK oncology products, strengthening Novartis' leading Oncology
business with novel therapies and becomes GSK's preferred commercialization
partner for its oncology pipeline
* Combines Novartis OTC with GSK's consumer business in a joint venture,
creating a world-leading consumer healthcare business and maintaining
Novartis' presence in in this sector
* Divests Vaccines business (excluding flu) to GSK, creating a global leader
in vaccines
* In a separate transaction, divests Novartis Animal Health to Lilly

Transactions improve Novartis' financial strength going forward

* Projected to have a positive impact on the future sales and profit growth
rates of Novartis[1], and each element of the transactions is expected to
be value creating
* Group core operating income margin is expected to increase significantly in
year one after closing

Basel, April 22, 2014
Novartis announced today that it has reached a definitive agreement with
GlaxoSmithKline plc (GSK) to exchange certain assets, building global
leadership in key segments and focusing the company's portfolio. Under the
agreement, Novartis would strengthen the company's innovative pharmaceuticals
business by acquiring GSK oncology products, and would divest Vaccines
(excluding flu) to them. The two companies would also create a joint venture,
combining their consumer divisions to create a world-leading consumer
healthcare business. Separately, the company announced a definitive agreement
with Eli Lilly and Company (Lilly) to divest the Animal Health Division,
further focusing its portfolio on the leading businesses of innovative
pharmaceuticals, eye care and generics.

"The transactions mark a transformational moment for Novartis. They focus the
company on leading businesses with innovation power and global scale. They
also improve our financial strength, and are expected to add to our growth
rates and margins immediately," said Joseph Jimenez, CEO of Novartis. "We
have also created a world-leading consumer healthcare business in our joint
venture with GSK. We believe the divestment of our smaller Vaccines and
Animal Health Divisions will enable us to realize immediate value from these
businesses for our shareholders, and those divisions will benefit from being
part of large, global businesses that are also leaders in their segments.
Patients will benefit from even higher levels of innovation that this focus
may afford. Looking ahead, this positions Novartis well for future healthcare
industry dynamics."

Deal terms and financials

Acquisition of GSK oncology products
Novartis has agreed to acquire GSK oncology products for a USD 14.5 billion
payment and up to USD 1.5 billion contingent on a development milestone.
Under the terms of the transaction, Novartis would have opt-in rights to
GSK's current and future oncology R&D pipeline.

Divestment of Vaccines to GSK
Novartis has agreed to divest its Vaccines business to GSK, currently
excluding its flu business, for USD 7.1 billion plus royalties. The USD 7.1
billion consists of USD 5.25 billion upfront and up to USD 1.8 billion in
milestones. As a part of a value-maximization strategy in the context of the
portfolio review, Novartis has initiated a separate sales process for its flu

Combination of Novartis OTC with GSK Consumer Healthcare in a joint venture
Novartis and GSK have agreed to create a world-leading consumer healthcare
business through a joint venture between Novartis OTC and GSK Consumer
Healthcare. Upon completion, Novartis will own a 36.5% share of the joint
venture and will have four of eleven seats on the joint venture's Board.
Furthermore, Novartis will have customary minority rights and exit rights at
a pre-defined, market-based pricing mechanism.

Divestment of Animal Health Division to Lilly
In a separate transaction, Novartis has agreed to divest its Animal Health
Division to Lilly for approximately USD 5.4 billion. This transaction is the
result of a competitive process, which upon completion would create a leading
animal health business under Lilly's ownership and would optimize the value
of the asset in the interest of Novartis shareholders.

The overall financing for Novartis' obligations in the transactions is planned
to be provided through a combination of excess liquidity at the time of
closing, short-term financing instruments and limited new bond issues if

Novartis continues to be committed to a double-A credit rating.

The elements of the transaction with GSK are inter-conditional and subject to
approval by GSK shareholders. All transactions are subject to closing
conditions, including anti-trust approvals. The Novartis Board unanimously
believes that the transactions with GSK and the transaction with Lilly are in
the best interests of Novartis and the Novartis Shareholders as a whole. The
transaction with Lilly is expected to close by the end of the first quarter
of 2015 and the transaction with GSK is expected to close during the first
half of 2015.

Substantial exceptional gains are expected for the divested businesses at the
time when the respective transactions close. Further details on the
discontinuing operations classification will be provided during the second
quarter of 2014.

2013 actual net sales results of Novartis' Vaccines (including flu) were
approximately USD 1.4 billion[2]. Net sales of OTC were USD 2.9 billion and
Animal Health were USD 1.1 billion.

Building leading businesses with enhanced innovation for patients

Novartis' acquisition of GSK oncology products is expected to further
reinforce its leading Oncology business and improve the growth profile of the
combined portfolio. Novartis has one of the industry's largest and most
robust oncology pipelines, with more than 25 new molecular entities targeting
key oncogenic pathways and 24 pivotal trials underway exploring 16 new
products and indications. The addition of the GSK products is expected to
expand Novartis' position in targeted therapies and small molecules.

Based on the depth and breadth of Novartis' R&D capabilities, it is
anticipated that Novartis will be able to optimize these compounds. In
particular, Novartis' scale in oncology development and commercial
capabilities would additionally create the potential to optimize the launch
of these two recently approved products for metastatic melanoma, Tafinlar®, a
B-RAF inhibitor, and Mekinist(TM), a MEK inhibitor, positioning Novartis as
the leader in treating melanoma. Votrient®, a VEGFR inhibitor for renal cell
carcinoma, is also expected to reach more patients in our hands. Votrient has
shown significant efficacy as first-line treatment for renal cancer, and also
has potential for the adjuvant setting. Additional products included in the
transaction include Tykerb® for HER2+ metastatic breast cancer, Arzerra® in
chronic lymphocytic leukemia, and Promacta® for thrombocytopenia. Novartis
will have opt-in rights for GSK's current and future oncology R&D pipeline,
which could be a source of new compounds and new targets. Sales of the
acquired GSK oncology products in 2013 were approximately USD 1.6 billion[3].

The joint venture of Novartis OTC and GSK Consumer Healthcare would establish
a global consumer healthcare leader with approximately USD 10 billion in
annual sales, and leading positions in four key OTC categories - Wellness,
Oral Health, Nutrition and Skin Health. The joint venture would have several
strong brands with almost half of the sales derived from brands larger than
USD 300 million in annual revenue. The geographic footprint would span all
regions, with scale and commercial presence in the developed world as well as
in key emerging markets, such as Brazil, China, Mexico and Russia.

Novartis Vaccines would become part of a world leader in the vaccines segment,
under GSK's ownership. The combined business is expected to have a compelling
position in pediatric and meningitis franchises. GSK's position in the market
is further likely to strengthen the commercial launch power behind Bexsero®.
In addition, GSK has the capacity to fully fund the vaccines pipeline to
potentially expand the R&D efforts of the rich vaccines pipeline portfolio.

Delivers compelling value for shareholders

The acquisition of GSK oncology products is projected to drive top-line growth
and creates value by leveraging Novartis' strong development and commercial
capabilities, as well as providing access to additional innovative therapies.

The formation of a world-leading consumer healthcare business with GSK allows
us a significant share of the value created in this attractive business
segment due to scale, complementary product portfolio and geographic
footprint. Novartis' share of the joint venture would reflect the full value
of Novartis' OTC Division.

The terms of the divestment of the Vaccines business would maximize the value
of its pipeline, including Bexsero.

The divestment of Animal Health would recognize the full value of the

The transactions are expected to improve Novartis' sales and core operating
income growth rates, while improving margins[1]. Each of the transactions is
projected to be value creating.

These transactions represent a transformation for Novartis. We have leading
positions in our core businesses in high-growth segments of healthcare. This
will enable us to continue to build the world's most respected and successful
healthcare company. Our strategic focus on science-based innovation and our
global scale position the company well to meet the changes in the healthcare
industry for the coming decade and beyond.

Investor conference calls
We will hold TWO investor and analyst calls today at10:15 CEST and 15:00 CEST.
Dial in 5-10 minutes prior to the start time using the confirmation code and
numbers below.

Call at 10:15 CEST - 09:15 BST - 04:15 EST:

|Confirmation code 2766952 |
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|Germany +49 (0) 69 5007 1265 |
|Switzerland +41 (0) 22 417 7109 |
|United Kingdom: +44 (0) 20 3427 1908 |
|United States of America 1 877 280 2296 |
Call at 15:00 CEST - 14:00 BST - 09:00 EST:

|Confirmation code 8513265 |
|France +33 (0) 1 76 77 22 28 |

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