Eisai acquires MGI Pharma for $3.9 billion

As earlier reported by us, Eisai Co., Ltd., a research-based human health care (hhc) company, announced the successful completion of its acquisition of MGI Pharma, Inc. 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. Computer share, 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.