Sucampo Launches Tender Offer To Acquire R-Tech Ueno In $278 Mln Deal

(RTTNews) - Sucampo Pharmaceuticals, Inc. (SCMP) Wednesday reported the launch of an all-cash tender offer in Japan by Sucampo's Japanese subsidiary and the execution of a separate share purchase agreement with certain shareholders of pharmaceutical company R-Tech Ueno to acquire all outstanding shares of R-Tech Ueno for a total consideration of JPY33 billion, or about $278 million.

The offer includes $54 million in cash and 2.5 million Sucampo shares held by R-Tech Ueno. The purchase price reflects a 16 percent premium over R-Tech Ueno's one-month volume weighted average price.

The acquisition is expected to be immediately accretive. Sucampo expects to close the acquisition in the fourth quarter of 2015.

R-Tech Ueno is a Japanese pharmaceutical company that manufactures AMITIZA (lubiprostone) for Sucampo and Sucampo's commercialization partners, Takeda Pharmaceuticals, Mylan N.V. and Harbin Gloria Pharmaceuticals.

Assuming a successful completion of the acquisition, for 2016, excluding amortization and debt costs related to the proposed transaction, Sucampo expects to achieve net income of $55 million to $60 million and earnings per share of $1.20 to $1.30.

Sucampo also expects to achieve pre-tax operational synergies of $5 million on an annualized basis in 2016. Sucampo does not expect the acquisition to have a material impact on 2015 results due to the expected timing of transaction close.