Sanofi Scoops Up Ablynx: Start Of A Buyout Spree?
Jan. 31, 2018 3:09 AM ET
John Engle
Summary
On Jan. 29, Sanofi announced it would be acquiring Ablynx; the smaller biotech had previously rebuffed a lower offer from Novo Nordisk.
Ablynx shareholders will be rewarded with a solid premium and Sanofi will be adding to its expanding blood disease segment.
This is Sanofi’s second recent acquisition in the blood diseases in a short span; fueled by repatriated cash, its buying spree may not be at an end.
Ablynx (ABLX) has become the latest takeover success story, with drug giant Sanofi (SNY) offering $4.8 billion in cash for the Belgian biotech. Sanofi’s bid far outstrips that of Novo Nordisk (NVO), which had offered $3.1 billion earlier this month.
Sanofi has been adding to its stable of drugs for the treatment of rare blood diseases with great vigor; Ablynx may not be enough to satiate the major pharmaceutical player. Armed with a mountain of repatriated cash, Sanofi can afford to splurge.
Let’s take a look at the Ablynx deal, and see if we can read the tea leaves concerning Sanofi’s next move.
Novo Nordisk Lowballs
Ablynx has been enjoying its time in the spotlight since posting positive results from a critical Phase 3 trial – and subsequent further positive analysis at the ASH conference in December – of Caplacizumab, a treatment for thrombotic thrombocytopenic purpura, or TTP, a rare blood disease. The results swiftly attracted buyer interest.
Danish drug giant Novo Nordisk made the first move. Novo’s buyout offer, made public on January 8th, valued Ablynx at $3.1 billion. However, the deal proposed to pay only $33.66 per share in cash, with the remaining $3.01 per share value tied to a Contingent Value Right – or CVR – that would be linked to two upcoming catalysts. The logic of the CVR makes some sense, since Calacizumab had yet to clear FDA approval.
The deal was not wholly ungenerous, representing a 44% premium to the previous day's closing price, but Ablynx was quick to rebuff the offer. Novo’s evident hope that the public offer would put pressure on the small biotech to cave did not pan out. With a market opportunity for Caplacizumab estimated to be around $1 billion per year, Ablynx was wise to hold out for a better deal.
And a better deal did indeed come.
Sanofi Swoops In
I wrote previously that Novo would have to up its offer by at least 20% to clinch a deal. I also cautioned investors that getting in at the time could be costly, since shares were trading at nearly 20% over Novo’s offer price at the time. The downside of no deal would have meant the share price likely losing a fair chunk of the bump.
As it turns out, Sanofi was willing to go all-out, with a buyout offer valuing Ablynx more than 50% above Novo’s offer. An all-cash deal, Sanofi is forking over $4.8 billion. That is a very significant investment, even by a drug giant’s standards. Yet the peak sales potential of the biotech’s lead candidate, as well as its exciting pipeline, was apparently not worth passing up.
Requiem for Deal Discipline
Novo was caught flat-footed due to its continued adherence to extreme deal discipline. While it had intended to raise its offer, it has stated it is not willing to surpass Sanofi’s offer. Buyout prices have been massive of late, and that is likely to continue as money repatriated from overseas is returned under the amnesty of the new tax law.
With many pharmaceutical giants flush with cash, finding M&A bargains in attractive biotech companies could prove increasingly difficult. Of course, there are advantages to discipline, such as not overextending or overpaying. And, with biotech stocks as a whole hardly cheap these days, some companies may regret the price tags they agreed to a few years down the line.
That said, Sanofi has the cash to play with and, while some acquisitions can always prove to be lemons, it has thus far been fairly well disciplined in adding to its assets in a strategic manner.
Still Out for Blood?
Ablynx represents the second big acquisition in the rare blood disease space this month. It already agreed to pay $11.6 billion for Bioverativ. It has also penned a licensing deal with Alnylam (ALNY) for its drug, Fitusiran. Clearly, Sanofi has been eager to build out an impressive blood disease business. There is no indication that Ablynx will be the last such purchase.
Investors should keep a close eye on Sanofi over the next several months. It may well continue to cast its net out; expanding its blood disease business could be just the beginning.
Disclosure: I/we have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours.