Sanofi-aventis Announces Non-Binding
to Acquire Genzyme
- $69 Per Share All-Cash Offer Represents Immediate and Certain Value
and a Significant Premium for Genzyme Shareholders -
- Transaction Would Help Genzyme Achieve its Vision of Making a Positive Impact
on the Lives of People with Serious Diseases -
- Transaction Would Enhance sanofi-aventis’ Sustainable Growth Strategy -
Paris, France - August 29, 2010 - Sanofi-aventis (EURONEXT: SAN and NYSE: SNY) announced today that it has submitted a
non-binding proposal to acquire Genzyme (NASDAQ: GENZ) in an all-cash transaction valued at approximately $18.5 billion.
Under the terms of the proposed acquisition, Genzyme shareholders would receive $69 per Genzyme share in cash, representing
a 38% premium over Genzyme’s unaffected share price of $49.86 on July 1, 2010. Sanofi-aventis’ offer also represents a premium
of almost 31% over the one-month historical average share price through July 22, 2010, the day prior to press speculation that
sanofi-aventis had made an approach to acquire Genzyme. Based on analyst consensus estimates, the offer represents a
multiple of 36 times Genzyme’s 2010 earnings per share and 20 times 2011 earnings per share. Accordingly, the offer price takes
into account the upside potential of the anticipated recovery in Genzyme’s performance in 2011. Sanofi-aventis has secured
financing for its offer.
The non-binding offer, which was made on July 29, 2010, was reiterated in a letter sent today to Genzyme’s Chairman, President
and Chief Executive Officer, Henri A. Termeer, after several unsuccessful attempts to engage Genzyme’s management in
discussions. Sanofi-aventis is disclosing the contents of its letter in order to inform Genzyme’s shareholders of the significant
shareholder value and compelling strategic fit inherent in a combination of the two companies.
Genzyme is a leading bio-pharmaceutical company based in Cambridge, Massachusetts. Its products address rare diseases,