Why Teva Really Wants to Acquire Mylan

At the closing price on Monday of $68.04, Mylan has a market cap of nearly $26 billion, but with this buyout premium of $82 per share the total value of the transaction would be put around $31 billion, a premium of 20.5%. Barclays and Greenhill & Co. are serving as financial advisors to Teva.

Mylan was in the merger arena as recently as a couple weeks ago. The company had been in talks with Perrigo Co. PLC (NYSE: PRGO) when it announced a non-binding proposal to acquire Perrigo for $205 per share back on April 6. The $205 price represents a 25% premium to Perrigo’s trading price as of the close of business on April 3, and a 29% premium to Perrigo’s 60-day average share price.

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The combined Mylan/Perrigo is expected to have $15.3 billion in annual sales. Mylan management contends that the new company will be able to expand margins and that the deal will be accretive to Mylan’s earnings per share (EPS).

Argus previously said we could expect to see more M&A come from this sector, and the independent research firm appears to be right, as Mylan’s move for Perrigo appears to have spurred Teva into action:

It is doubtful that Mylan/Perrigo will be the last in this series of Pharmaceutical industry M&A activities. For one thing, industry CEOs in many cases are playing with house money, thanks to the strong sector returns over the past two years. For another, several assets remain on the block, including Glaxo’s anti-infectives business and Pfizer’s mature pharma operations, among others. We would not be surprised if the new management team at Teva Pharmaceuticals took even more aggressive steps to dismantle that diversified company. And Mylan made a point that it is looking to bolt on additional businesses, even as it integrates.

Teva is claiming that its offer is a more attractive alternative for Mylan stockholders than Mylan’s proposal to Perrigo. According to Teva’s release:

Teva’s proposal also provides Mylan stockholders with a more attractive alternative to Mylan’s proposed acquisition of Perrigo […] as announced on April 8, 2015, as well as to Mylan on a standalone basis. Teva’s proposal would provide Mylan stockholders with consideration representing a 37.7% premium to the stock price of Mylan on April 7, 2015, which is the last day of trading prior to Mylan’s press release regarding its unsolicited proposal for Perrigo, and a 48.3% premium to the unaffected stock price of Mylan on March 10, 2015, which is the last day of trading prior to widespread speculation of a transaction between Teva and Mylan.

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Shares of Teva closed Monday at $63.29 and then were up 2.7% at $65.00 in early trading Tuesday, in a 52-week trading range of $47.36 to $68.75. The stock has a consensus analyst price target of $68.04.

Mylan shares were up 8.7% at $73.99 in early trading, after closing Monday at $68.04. The consensus analyst price target is $63.80, and the 52-week trading range is $44.80 to $72.62.

Shares of Perrigo were down 1.3% at $195.44, after closing Monday at $198.08. The consensus price target is $187.30. The 52-week trading range is $125.37 to $215.73.