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Baxter Completes Acquisition of North American Vaccine
DEERFIELD, Ill. and COLUMBIA, Md., June 26 /PRNewswire/ -- Baxter International Inc. (NYSE: BAX - news) and North American Vaccine, Inc. (Amex: NVX - news) announced today that Baxter has completed its approximately $380 million acquisition of Columbia, Maryland-based North American Vaccine.
North American Vaccine shareholders will receive $6.73 per share, comprising $6.70 in Baxter common stock and $0.03 in cash. For each share of North American Vaccine common stock, North American Vaccine shareholders will receive 0.1021 shares of Baxter common stock. As previously announced, Baxter's acquisition of North American Vaccine will be accounted for as a purchase, which requires allocation of the purchase price based on the fair value of North American Vaccine's assets and liabilities. Baxter will allocate a substantial portion of the purchase price to in-process research and development, which, under generally accepted accounting principles, will be expensed by Baxter in the second quarter of 2000. Baxter expects the transaction to be non-dilutive to its earnings in 2000.
``Baxter is well positioned to meet its financial commitments for 2000,'' said Harry M. Jansen Kraemer, Jr., Baxter's chairman and chief executive officer. ``For the full year, we anticipate growing sales approximately 10 percent, increasing our earnings growth rate to the mid teens and generating operational cash flow in excess of $500 million.''
Baxter is a leading provider of vaccines for tick-born encephalitis, a potentially fatal disease, endemic to northern, central and eastern Europe and Asia, that can lead to severe viral infection that attacks the brain and central nervous system. North American Vaccine's conjugate vaccine for meningococcal C, a major cause of meningitis, is awaiting regulatory clearance in the United Kingdom. The combined vaccine pipeline of both companies also includes vaccines for pneumococcus, meningococcus, Lyme disease, Ross River virus, influenza and hepatitis.
``This acquisition is an important component of our strategy to build a significant global presence in the rapidly growing, $7 billion vaccines market,'' said Thomas Glanzmann, president of Baxter's Hyland Immuno division. ``North American Vaccine's unique proprietary technologies and pipeline represent important additions to our own vaccines portfolio, and clearly will establish us as a leader in this industry.'' |
