Date: 2014-02-04
Type of information: Company acquisition
Acquired company: Cornerstone Therapeutics (USA - NC)
Acquiring company: Chiesi Farmaceutici (Italy)
Amount: $ 70 million
Terms: * On February 4, 2014, Chiesi Farmaceutici, a leading European pharmaceutical company, and Cornerstone Therapeutics, a specialty pharmaceutical company focused on commercializing products for the U.S. hospital and adjacent specialty markets, announced that Chiesi has acquired all of the outstanding common shares of Cornerstone not already owned by Chiesi for $9.50 per share in cash. Prior to completing the transaction, Chiesi owned 58% of Cornerstone’s outstanding shares. The transaction was completed following the approval of the holders of a majority of Cornerstone\'s stockholders, as required under Delaware law, as well as a majority of stockholders other than Chiesi and other than Cornerstone\'s officers and directors, as separately required under the merger agreement, at a special meeting of the Cornerstone stockholders held on Monday, February 3, 2014. Letters of transmittal allowing Cornerstone\'s stockholders of record to deliver their shares to the paying agent in exchange for payment of the merger consideration are expected to be distributed shortly. As a result of the completion of the transaction, the common stock of Cornerstone is no longer listed for trading on the NASDAQ Stock Exchange, effective prior to the open of trading on Tuesday, February 4, 2014. Jefferies International Limited acted as financial advisor and Morgan, Lewis & Bockius LLP acted as legal advisor to Chiesi. Lazard acted as financial advisor and Clifford Chance acted as legal advisor to Cornerstone.
Details: Cornerstone Therapeutics is focused on commercializing products for the hospital and adjacent specialty markets. Key elements of Cornerstone\'s strategy are to focus its commercial and development efforts in the hospital and adjacent specialty product sector within the U.S. pharmaceutical marketplace; continue to seek out opportunities to acquire companies, marketed or registration-stage products and late-stage development products that fit within Cornerstone\'s focus areas; and generate revenues by marketing approved generic products through Cornerstone\'s wholly-owned subsidiary, Aristos Pharmaceuticals, Inc.
Related: specialty pharma
