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J&J expects Crucell offer within days

J&J has said it expects to receive regulatory clearance and commence its offer for the Dutch vaccine maker Crucell before December 10, when an Extraordinary General Meeting of Crucell shareholders is scheduled
Johnson & Johnson (J&J) said it expects to receive regulatory clearance and commence its offer for the Dutch vaccine maker Crucell before December 10, when an Extraordinary General Meeting of Crucell shareholders is scheduled in Amsterdam. 

J&J announced in September that it would buy the stake in Crucell that it didn't already own for $2.3bn in a move that built on a 2009 partnership between the companies aimed at developing flu shots. As part of that partnership deal, J&J took an 18 per cent stake in the company. 

J&J and Crucell also offered an update on Crucell's recent manufacturing difficulties in Korea, noting that Crucell expects to return to full manufacturing capacity at its troubled facility in Shingal as of February 2011.

Crucell put a temporary hold on all shipments of the pediatric combination vaccine Quinvaxem and the recombinant hepatitis B vaccine Hepavax-Gene in October and suspended production at the Shingal facility due to microbiological contamination. 

"Johnson & Johnson and Crucell have agreed to move toward a commencement of the Offer despite the fact that Crucell's investigation into the root cause of the Korea Manufacturing Issues remains ongoing and the financial and other impacts and consequences of the Korea Manufacturing Issues on Crucell's business and operations will not be fully known as of the anticipated date of the commencement of the Offer," the companies said. 

J&J said it would continue to assess the issues after the commencement of the offer. Thus far, the manufacturing woes do not constitute the sort of "material adverse effect" that could scuttle the acquisition, in spite of having had a negative impact on Crucell's finances, according to J&J. However, further negative developments could potentially justify J&J exiting the deal. 

1st December 2010

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