McKesson Launches Takeover Offer For Remaining Celesio Shares

(RTTNews) - U.S. drug distributor McKesson Corp. (MCK) announced Friday that it has launched a voluntary public takeover offer for the remaining outstanding shares of Celesio AG (CAKFF.PK) through its indirect wholly-owned subsidiary Dragonfly GmbH & Co. KGaA. There are no closing conditions in relation to the Takeover Offer. McKesson currently exceeds 75% ownership of Celesio shares on a fully diluted basis.

McKesson stated that Celesio shareholders can now accept the Takeover Offer and tender their shares in Celesio at the offer price of 23.50 per share euros. The initial acceptance period will end on April 2, 2014 and will be followed by an additional two-week acceptance period following the publication of the results of Takeover Offer.

On 23rd January 2014, McKesson said that it secured the acquisition of German peer Celesio AG (CAKFF) through two new agreements with Celesio's largest shareholders. Following the close of these deals, McKesson would exceed 75 percent ownership of Celesio on a fully diluted basis.

On 13rd January, McKesson had also said that it was unsuccessful in reaching the 75 percent tender completion threshold to acquire Celesio.

On 23rd January, McKesson reached a deal with Celesio's majority shareholder Franz Haniel & Cie GmbH to acquire its entire stake of Celesio shares for 23.50 euros per share, the same price as its previous offer. The company also signed a separate deal with an affiliate of activist investor Elliott Management to acquire Celesio convertible bonds.

McKesson had said it planned to launch a voluntary tender offer to the remaining minority holders of Celesio common shares. The offer was expected to commence shortly after the close of the transactions.

San Francisco-based McKesson agreed to acquire Celesio in late October 2013 in a deal valued at about $8.3 billion, including debt.