Novartis has agreed to buy Nestle's 77 per cent stake in US company Alcon for $39 billion to boost its eye care business, the Swiss drugmaker said this morning.
Novartis will acquire a first, 25 per cent stake in Alcon for $11 billion and has an option to buy Nestle's remaining 52 per cent for a fixed price of $28 billion between January 2010 and July 2011.
The price of the first stake is at a 4 per cent discount to Alcon's closing price on Friday.
Novartis, Europe's second-largest pharmaceuticals company by market capitalisation, would pay a 22 per cent premium to Alcon's closing price if it went ahead with the purchase of Nestle's remaining shares.
"The margins are higher than our pharma business and are obviously very attractive," Novartis Chief Executive Daniel Vasella told reporters. "It's a specialty medicine area and they tend to have a little bit different dynamic than for example general medicine areas."
Shares in Nestle, the world's largest food group, which said the transaction would have a positive effect on its 2008 earnings per share, were indicated to open 2 percent higher.
Novartis shares were seen falling 0.5 percent at the open, according to pre-market data from Clariden Leu.
Alcon, which makes medical devices and medicines for eye care as well as contact lens care products, will complement Novartis's own contact lens unit Ciba Vision.
Novartis, which is keen to broaden its business from prescription drugs to areas like vaccines and eye care, said it would finance the purchase of the first stake in Alcon from its cash reserves and external short-term financing.
It would finance the possible purchase of the second stake from cash and further borrowing.
The deal will streamline Nestle, which has long described its stake in Alcon as financial. A Nestle spokesman said today he did not foresee a decision on selling a stake in L'Oreal SA before 2009.