Mallinckrodt plc and Questcor Pharmaceuticals, Inc. have entered into a definitive merger agreement under which Mallinckrodt will acquire Questcor in a transaction valued at approximately $5.6 billion. The transaction, subject to customary closing conditions, is expected to be completed in 3Q14.
With the acquisition, Mallinckrodt gains Questcor's H.P. Acthar Gel, expanding its portfolio of specialty pharmaceutical brands, including OFIRMEV, EXALGO and XARTEMIS XR. In 2013, Acthar generated sales of $761.3 million, up nearly 50% from the previous year. Following completion of the merger, Mallinckrodt shareholders will own approximately 50.5% and former Questcor shareholders will own approximately 49.5% of the combined company's stock.
Mark Trudeau, president and chief executive officer of Mallinckrodt, said, "We believe this transaction will provide a strong and sustainable platform for future revenue and earnings growth, and provide exceptional value for shareholders of both Mallinckrodt and Questcor. It will substantially increase the scale, diversification, cash flow and profitability of our business, while expanding and enhancing the breadth and depth of our specialty pharmaceutical platform. With Questcor, combined with our recently completed acquisition of Cadence Pharmaceuticals, the new Mallinckrodt will have a significant, established presence with prescribers, payers and hospitals. We will also have an increasingly diversified specialty pharmaceuticals portfolio, which will include novel therapeutics for pain management, as well as central nervous system, renal, rheumatologic and other autoimmune and inflammatory disorders."
Don M. Bailey, president and chief executive officer of Questcor, said, "Like Questcor, Mallinckrodt has significant experience and expertise in managing medicines in highly regulated, complex markets. I strongly believe Mallinckrodt is the right partner to support the continued growth of Acthar in the highly specialized markets that we serve. The increased cash flow and scale of operations of a combined Questcor/Mallinckrodt organization will provide an even stronger platform to support the expansion of Acthar into new therapeutic areas. Questcor commercial operations will function as a separate business unit within Mallinckrodt, and given the complementary nature of our businesses and product portfolios we expect this to be a seamless transaction. We look forward to becoming an important part of this exciting new company."