Jock Fistick/Bloomberg NewsThe American health care giant Johnson & Johnson made a formal bid on Wednesday for Crucell, offering to pay 1.75 billion euros ($2.3 billion) for the rest of the Dutch biotechnology company.
Johnson & Johnson, which already owns 17.9 percent of Crucell, is offering 24.75 euros a share, 58 percent above the closing price on Sept. 16, the day before Johnson & Johnson first announced its intention to buy Crucell.
The Crucell board, which fully supports the deal, will bring the offer to a shareholder vote on Feb. 8. The minimum acceptance level will be 80 percent of the shares, assuming certain conditions are met.
If the deal is approved, Crucell will be Johnson & Johnson’s largest acquisition in the last four years, according to Bloomberg data. In 2006, the company paid $16.6 billion for Pfizer’s consumer brands, a portfolio that included Listerine, Visine and Neosporin.
Crucell—a biotech company that focuses on developing vaccines, proteins and antibodies to fight infectious diseases—hired Barclays Capital as an adviser and Lazard gave its board a fairness opinion.
While the bid announced Wednesday doesn’t rival Pfizer’s $68 billion deal for Wyeth last year or Merck’s $41 billion acquisition of Schering-Plough, Johnson & Johnson is clearly in a position to go shopping while rivals try to integrate their major purchases.
Both Pfizer and Merck are also busy dealing with management changes.
On Sunday, Pfizer said that its chief executive, Jeffrey B. Kindler, was stepping down. He is being replaced by the head of the biopharmaceutical business, Ian C. Read.
Pfizer shares are down almost 30 percent from July 2006, when Mr. Kindler was named to the top position, and a series of drastic cost cuts and restructuring have been unable to stop the stock slide.
Last week, Merck said its chief executive, Richard T. Clark, would be succeeded by Kenneth C. Frazier, currently president.