BI, Ceva agree on sale of certain Merial assets

Asset purchase is important step in European Commission's review of Boehringer Ingelheim/Sanofi business swap.

Boehringer Ingelheim (BI), Merial and Ceva Sante Animale announced Oct. 13 that Ceva, a leading global animal health company headquartered in Libourne, France, with vaccine manufacturing presence within the European Union, and BI have entered into a binding put option agreement according to which Ceva will purchase certain assets of Merial’s portfolio in the context of BI's business swap with Sanofi.

Through this important step, which follows a thorough evaluation and extensive discussions with the European Commission, BI aims to facilitate the approval process for its acquisition of Sanofi's Merial animal health business, by proactively offering up this divestiture to Ceva. The overall transaction, as well as the announced agreement, remain subject to approval by the European Commission and regulatory authorities in different territories.

Ceva will acquire certain animal health vaccines and pharmaceuticals from the Merial portfolio for swine, bovine and companion animals as well as related intellectual property, manufacturing processes and research and development activities. The package contains the following brands: Circovac (excluding U.S.), Progressis, Mucosiffa, Parvovax, Parvoruvax, Equioxx (excluding U.S.), Genixine, Ketofen 1% injection and tablets (excluding Canada) and Ketofen 10% injection (excluding Canada).

“This agreement is another essential milestone for completing our transaction with Sanofi,” said Joachim Hasenmaier, board member for animal health at BI. "We are very pleased that we have come to an agreement with Ceva. The company has demonstrated a commitment to the growth of their animal health vaccines and pharmaceuticals businesses, and Boehringer Ingelheim is confident that the successful divestment portfolio will continue to develop very successfully in the hands of this strategic buyer."

Carsten Hellmann, Merial chief executive officer and executive vice president of Sanofi, said, “Ceva is an excellent and competitive global player in animal health vaccines and pharmaceuticals, well positioned to maintain and further develop this commercially very attractive portfolio of animal vaccines and pharmaceuticals.”

Dr. Marc Prikazsky, Ceva chairman and CEO, said, “The addition of these veterinary products for swine, bovine and companion animals will strongly complement our existing portfolio. We are highly committed to further develop these successful brands and to continue providing customers with innovative veterinary products to meet their current and future needs.”

The divestiture does not include the transfer of a manufacturing site but will be implemented by means of a transfer of all relevant assets.

In June 2016, BI and Sanofi signed definitive agreements to swap businesses. The proposed transaction will consist of an exchange of Merial, Sanofi’s animal health business, for BI's consumer health care business. In order to complete the proposed swap transaction, the companies need to obtain the approval of regulatory authorities in different territories, including the European Commission. After approving the consumer health care part of the transaction, the European Commission is currently reviewing the animal health transaction.

The closing of the BI/Sanofi swap transaction is expected by the end of 2016, contingent upon receipt of all required regulatory approvals.

Earlier this month, BI announced a similar agreement with Elanco Animal Health related to feline, canine and rabies vaccine portfolios.

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