Japanese-based human health care company to acquire MGI PHARMA

Japanese research-based human health care company Eisai is to acquire biopharmaceutical business US MGI Pharma in a move that is expected strengthen the company's oncology business platform.

The acquisition, which is set for completion in the first quarter of 2008, will result in Eisai taking all MGI Pharma's outstanding shares for a total consideration of approximately $3.9bn (€2.7bn). The outstanding shares of MGI PHARMA are US$41.00 per share.

Eisai expects MGI PHARMA's marketed and pipeline products in oncology and acute care, its R&D and commercial capabilities, and its field sales specialists to create a base for continued sales growth.The move will enable Eisai to grow further in the US market.

"The board of directors of MGI PHARMA, working with our legal and financial advisors, has been reviewing strategic alternatives for the company for the past several months," said Lonnie Moulder, president and ceo of MGI PHARMA. "During that time, we have had the opportunity to share the MGI PHARMA vision and business opportunity with many of the leading companies in the pharmaceutical and biotechnology industry. This transaction represents the successful conclusion of that process. Our board of directors and the management team are extremely pleased to announce this transaction and the opportunity to continue to bring important therapies to patients."

Haruo Naito, president and ceo of Eisai, said: "Eisai has enormous respect for MGI PHARMA's products, pipeline and people, and we look forward to working with their highly skilled team to address the unmet medical needs of patients throughout the world. Strategically, we expect this transaction to allow Eisai to significantly strengthen its oncology business and increase the likelihood of achieving our current strategic plan targets and our future revenue and earnings growth."

Under Eisai's "Dramatic Leap Plan" (DLP), its fifth midterm strategic plan which spans from 1 April, 2006 to 31 March 2012, Eisai has continued to achieve steady growth in all regions, including Japan, the US, Europe and Asia, with a special focus on integrative oncology, where tremendous unmet medical needs exist. Eisai has strengthened its oncology research and development and marketing infrastructure in the United States through the October 2006 acquisition of four oncology products and specialists" know-how from Ligand Pharmaceuticals and the April 2007 acquisition of Morphotek, Inc., a biopharmaceutical company specializing in the development of protein and antibody gene evolution technology. In addition, Eisai is building a new oncology facility for manufacturing and formulation R&D at its North Carolina site.

The acquisition is expected to occur by means of a tender offer followed by a cash merger, and is subject to customary closing conditions and regulatory approvals.

Eisai focuses its efforts in three therapeutic areas: integrative neuroscience, including neurology and psychiatric medicines; gastrointestinal disorders; and integrative oncology, including oncotherapy and supportive-care treatments.

MGI PHARMA focuses in oncology and acute care that acquires, researches, develops and commercialises proprietary products that address the unmet needs of patients.