Eisai Co., Ltd. (Tokyo, TSE 4523) ("Eisai”),
a research-based human health care (hhc) company, today announced
the successful completion of its acquisition of MGI PHARMA, INC.
(NASDAQ: MOGN) ("MGI PHARMA”)
for approximately $3.9 billion through a cash tender offer followed by a
short-form merger of its acquisition vehicle, Jaguar Acquisition Corp. ("Jaguar”),
with and into MGI PHARMA. As a result of this acquisition, MGI PHARMA
becomes a wholly-owned subsidiary of Eisai Corporation of North America.
At the effective time of the merger, all outstanding shares of MGI
PHARMA common stock not validly tendered and accepted for payment in the
tender offer were converted into the right to receive US$41.00 per share
in cash (the same price paid in the tender offer), without interest and
subject to applicable withholding of taxes. Computershare, acting as the
paying agent for the merger, will mail to the remaining former
shareholders of MGI PHARMA materials necessary to exchange their former
MGI PHARMA shares for such payment. As a result of the merger, MGI
PHARMA shares will be delisted and cease to trade on the
Nasdaq National
Market.
About Eisai Co., Ltd.
Eisai Co., Ltd. is a research-based human health care (hhc)
company that discovers, develops and markets products throughout the
world. 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. Through a global network of
research facilities, manufacturing sites and marketing affiliates, Eisai
actively participates in all aspects of the worldwide healthcare system.
About Eisai Corporation of North America
Eisai Corporation of North America is a wholly-owned subsidiary of Eisai
Co., Ltd. and supports the activities of its operating companies in
North America. These operating companies include: Eisai Research
Institute of Boston, Inc., a discovery operation with strong organic
chemistry capabilities; Morphotek, Inc., a biopharmaceutical company
specializing in the development of therapeutic monoclonal antibodies;
Eisai Medical Research Inc., a clinical development group; Eisai Inc., a
commercial operation with manufacturing and marketing/sales functions;
and Eisai Machinery U.S.A., which markets and maintains pharmaceutical
manufacturing machinery.
