LONDON -(Dow Jones)- Celltech Wednesday made a GBP101.4 million cash offer for Oxford Glycosciences. Celltech said that its offer for Oxford Glycosciences will be 182p in cash for each share, and will be substantially earnings and cash neutral. The company said it believes that its cash offer represents an opportunity to acquire important tangible and intangible assets that it can harness into its R& D capabilities. Celltech said using its antibody and small molecule technology platforms, it has the ability to exploit certain novel protein disease targets identified and patented by OGS. Celltech also said the integration of OGS' bio-informatics capabilities will expand its own capabilities in this area. Zavesca, OGS' licensed product for the treatment of Type I Gaucher disease, will generate a future income stream that will be of value to Celltech. Celltech said it believes that its cash offer represents a significant premium to the value of Cambridge Antibody Technology's share offer, announced in January 2003. The proposed transaction between CAT and OGS valued each OGS share at 148.5 pence as at 25 February 2003. This equates to a valuation for OGS of GBP82.8 million against a value of OGS on 22 January 2003 of GBP85.0 million. Celltech said since its existing business is cash generative, it does not need to raise funds for existing operations or for small product or technology acquisitions. To avoid any dilution for its existing shareholders, Celltech is offering cash for each OGS share, funded from its existing cash resources and credit facilities. The offer represents an additional 29.5 pence per OGS Share, equivalent to a premium of 19.3% over 152.5 pence, being the closing price on 22 January 2003, the last U.K. Business Day prior to the announcement by CAT and OGS of their agreed merger. Celltech said it plans to undertake a rapid integration of OGS, which is expected to be substantially complete in the second half of 2003. The financial impact on Celltech's earnings profile is anticipated to be negligible. Dr Peter Fellner, Chief Executive of Celltech, said: "We believe that Celltech is well placed to extract value from the acquisition of OGS due to the complementarity of activities, Celltech's management experience and its successful track record in integrating acquisitions. |