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S-A extends offer for Genzyme shares

Sanofi-aventis on Monday extended its offer for Genzyme's outstanding shares until April 1 from an original deadline of March 16

Sanofi-aventis on Monday extended its offer for Genzyme's outstanding shares until April 1 from an original deadline of March 16.

"Sanofi-aventis announced today that in accordance with its definitive merger agreement with Genzyme Corp, it has revised its outstanding offer to become an offer to exchange all outstanding shares of common stock of Genzyme for $74.00 in cash without interest and less any required withholding taxes and one contingent value right, per share," S-A said.

The French firm announced in February that it would buy the US biotech company for $20.1bn, as well as possible future payments, following nine months of contentious wrangling over a price and a deal structure.

The final deal, which has been unanimously approved by both companies' boards of directors, calls for S-A to pay $74 a share in cash plus a contingent value right (CVR) that could result in additional payments worth up to $14 per share tied to regulatory and sales milestones for Genzyme's multiple sclerosis drug Lemtrada (alemtuzumab).

Genzyme's board of directors said on Monday that it is unanimously recommending that all Genzyme shareholders tender their shares into the revised tender offer.

Also on Monday, several news outlets reported based on regulatory filings that Genzyme CEO Henri Termeer will earn about $160m through the sale, with substantial additional earnings possible if Lemtrada reaches the goals that would increase the value of the AVRs under the deal.

Termeer has said that he plans to leave Genzyme after a transition period following the merger.

8th March 2011

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