J&J Wins EU Approval for $21.3 Billion Synthes Acquisition

Johnson &Johnson (JNJ) won European Union approval for its $21.3 billion purchase of Synthes Inc. (SYST) after agreeing to sell its DePuy Orthopaedics Trauma business to allay antitrust concerns.J&J’s offer to dispose of operations making devices that treat bone fractures eliminated antitrust concerns over “very high combined market shares” for the products, the European Commission said in an e-mailed statement today.
“We obtained remedies to ensure that competition will remain strong in these markets, for the ultimate benefit of patients and social security systems,” said EU Competition Commissioner Joaquin Almunia in the statement.J&J, the world’s second-largest seller of health products, offered in April 2011 to buy West Chester, Pennsylvania-based Synthes for 159 Swiss francs a share in cash and stock. The Brussels-based regulator opened an expanded probe in November into the deal, citing concerns that the transaction would trigger an increase in prices for orthopaedic medical devices.J&J expects to fulfill its “commitment to the commission with the divestiture of the DePuy Orthopaedics Trauma business to Biomet in the second quarter of 2012” after it receives all regulatory approvals, said Lorie Gawreluk, a spokeswoman for J&J’s DePuy unit, in an e-mail.J&J fell less than 1 percent to $63.03 at the close in New York.
Regulatory Approvals
J&J is “actively working with” U.S. regulators who have not yet approved the Synthes acquisition, Gawreluk said. J&J was required to seek approval from five regulatory agencies and has now received clearance from Japan, Canada, China and the EU, she said. J&J expects the Synthes deal to close by end-June 2012.
Synthes is “happy with the decision,” Gilgian Eisner, a spokesman for the company in Zuchwil, Switzerland, said in a telephone interview. He declined to comment further.New Brunswick, New Jersey-based J&J plans to sell the global trauma business of its DePuy unit to Biomet Inc. for $280 million in cash to remove a regulatory obstacle to its planned purchase of Synthes, Biomet said earlier this month.The binding offer from Biomet, a closely held device maker based in Warsaw, Indiana, covers DePuy’s devices to treat bone fractures and expires June 1, Biomet said.J&J raised its full-year earnings forecast this week after quarterly profit climbed on the divestiture of an older drug and revenue from new medicines.