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Gilead pulls CV Therapeutics from jaws of Astellas


    BOSTON (Reuters) - Gilead Sciences Inc said on Thursday it has stepped in to acquire CV Therapeutics Inc for about $1.4 billion, rescuing the company from a hostile bid from Japan's Astellas Pharma Inc and sending CV's shares up nearly 29 percent.

    Foster City, California-based Gilead, which makes the HIV drugs Truvada, Viread and Atriplia, said it had signed a definitive agreement to acquire CV Therapeutics, which makes the cardiovascular drug Ranexa, for $20 a share in cash.

    "The acquisition of CV Therapeutics represents a unique opportunity to complement and strengthen our growing cardiovascular portfolio," Gilead Chief Executive John Martin said in a statement.

    The bid tops Astellas' $16-a-share offer, which was announced in January. Astellas turned hostile after the board of CV Therapeutics rejected the offer, saying it undervalued the company.

    Representatives from Astellas were not immediately available for comment.

    With CV, Gilead will gain Ranexa, a drug to treat chronic angina, which generated $109.3 million in sales in the United States in 2008, up 64 percent from the year before.

    Palo Alto, California-based CV also makes Lexiscan, an injection used as a stress agent in cardiovascular procedures.

    CV's board has approved the Gilead transaction, which will occur through a tender offer and second-step merger, and will recommend it to shareholders. Gilead said the transaction would be dilutive to its earnings in 2009, neutral to accretive in 2010, and accretive in 2011.

    Gilead executives said in a conference call with analysts that the deal had a break-up fee of 2 percent to 4 percent.

    Gilead's shares fell 4.9 to $41.88 in early trading on Nasdaq, while CV rose 28.8 percent to $20.60.

    (Reporting by Toni Clarke and Debra Sherman, editing by Maureen Bavdek and Lisa Von Ahn)