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Johnson & Johnson aims to buy out Crucell

By Aaron Gray-Block

AMSTERDAM (Reuters) - U.S. health care company Johnson & Johnson is in talks to pay 1.75 billion euros ($2.3 billion) for the shares in Dutch biotech Crucell it does not already own to strengthen its vaccine business.

Johnson and Johnson, which already owns a 17.9 percent stake in vaccine maker Crucell, said on Friday its potential cash offer would value Crucell shares at 24.75 euros, a 58 percent premium to Thursday's closing price.

"The deal is a fair price, not top of the bill. But the likelihood of a bidding war is small," said Rabo Securities analyst Fabian Smeets.

Smeets added Britain's GlaxoSmithKline and Sanofi-Aventis are unlikely to bid, while Swiss Novartis would also be unlikely to bid as Crucell would then lose the Rabies co-operative deal with Sanofi.

J&J said although its due diligence is largely complete, the transaction remains subject to negotiation of a definitive agreement and customary pre-offer conditions, including consultation with Crucell's works council and trade unions.

"The companies expect that Crucell's strength in the manufacture, discovery and commercialization of vaccines would create a strong platform for Johnson & Johnson in the vaccine market," the companies said in a joint statement.

Johnson and Johnson bought its stake in Crucell, one of two major independent vaccine makers in Europe alongside Austrian biotech company Intercell , in September 2009 as part of a flu vaccine development deal.

The deal comes as Crucell is on the cusp of sharp sales growth for its pediatric vaccine Quinvaxem after a production failure at rival Shantha Biotechnics, part of French group Sanofi-Aventis.

Shantha lost prequalification status to supply the World Health Organization (WHO) with its childhood vaccine in July.

In January 2009, Crucell, which has a market capitalization of 1.28 billion euros, had said it was in takeover talks with Wyeth. That deal fell victim to Pfizer's bid for Wyeth.

(Editing by Dan Lalor, Mike Nesbit)

($1=0.7641 euros)

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