On Friday, Pfizer and Seagen submitted a merger proposal worth $43 billion to the Federal Trade Commission and the Department of Justice. According to a filing on Monday, Pfizer intends to acquire Seagen for $229 per share in cash.
The premerger filing submitted on Friday initiates a 15-day waiting period in accordance with the FTC’s regulations for a cash tender offer. The transaction can proceed if the waiting period elapses without any objections from the FTC.
The US agency may require more information, referred to as a “second request,” which can extend the review process.
The deal between the two drugmakers is being closely monitored by industry watchers, as it is the largest M&A deal in the pharmaceutical industry since the announcements of the megamergers between Bristol Myers Squibb and Celgene, and between AbbVie and Allergan, both in 2019 and valued at $74 billion and $63 billion, respectively.
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The FTC issued second requests for both deals and required certain asset sales to address antitrust concerns.
Pfizer ended their partnership with Merck KGa on Bavencio, possibly due to concerns over antitrust scrutiny regarding a bladder cancer business overlap. Bavencio is commonly used as a front-line maintenance therapy for bladder cancer patients who responded to initial chemotherapy.
Seagen and Astellas’ drug, Padcev, received FDA approval as an initial treatment for bladder cancer in patients who cannot undergo cisplatin-based chemotherapy. Ongoing clinical trials are being conducted to explore the possibility of further use of Padcev in treating bladder cancer.
Due to the size of the Pfizer and Seagen deal, it is possible that they may need to resubmit their premerger report to allow for additional time for the FTC review. This has been seen in smaller transactions, such as Sanofi’s purchase of Provention Bio for $2.9 billion.
