Horizon Pharma To Buy Vidara Therapeutics In $660 Mln Deal - Quick Facts

(RTTNews) - Horizon Pharma Inc. (HZNP) agreed to acquire Vidara Therapeutics International Ltd. through a reverse merger for stock and cash valued at about $660 million. Horizon Pharma plc will be the name of the resulting company.

The proposed transaction has been unanimously approved by both companies' boards of directors.

As per the agreement, Vidara will combine with Horizon Pharma Inc. with approximately 74 percent of Horizon Pharma plc's ordinary shares to be exchanged for Horizon Pharma Inc.'s common shares, with Horizon surviving the merger. The shareholders of Vidara will retain approximately 26 percent of Horizon Pharma plc and receive $200 million in cash, subject to certain adjustments.

Vidara is a privately-held, profitable specialty pharmaceutical company with operations in Dublin, Ireland and the U.S.

It is expected that pro forma combined revenues of $250 million to $265 million and EBITDA of $65 million to $75 million for full year 2014. EBITDA excludes certain one-time transaction expenses.

Timothy Walbert, chairman, president and chief executive officer of Horizon Pharma, Inc. would be chairman, president and chief executive officer of Horizon Pharma plc and current officers of Horizon Pharma, Inc. would be officers of Horizon Pharma plc.

Vidara executives would join Horizon Pharma plc in important leadership and management roles within the combined company.

The transaction is subject to approval by the stockholders of Horizon Pharma, Inc. and the satisfaction of customary closing conditions and regulatory approvals, including antitrust approval in the U.S. The transaction is expected to close mid-year 2014.