Takeda to buy Swiss drugmaker Nycomed for $13.6 billion

TOKYO (Reuters) - Takeda Pharmaceutical Co <4502.T>, Japan's largest drugmaker, is buying privately held Swiss rival Nycomed for $13.6 billion in a deal that will help it expand in Europe and emerging markets and give it an immediate increase in stable cash flows.

The deal marks the biggest overseas purchase by a Japanese company since Japan Tobacco <2914.T> paid $19 billion for Britain's Gallaher and is Takeda's second major deal after purchasing U.S. cancer specialist Millennium Pharmaceuticals for $8.8 billion in 2008.

Takeda also gains a newly approved lung-disease drug which it expects to be a major source of revenue growth, as well as a portfolio of over-the-counter consumer products.

The 9.6 billion euro payment is inclusive of Nycomed's net debt and Takeda will pay cash and finance part of it with a 600-700 billion yen loan. The deal, which excludes Nycomed's U.S. dermatology business, had been expected after being flagged by sources last week.

"Nycomed...gives us an immediate strong presence in the high-growth emerging markets while doubling Takeda's European sales," Yasuchika Hasegawa, Takeda Chief Executive said in a statement on Thursday.

Takeda is known for its top-selling diabetes drug Actos but faces the upcoming expiry of its U.S. patent.

Nycomed is majority owned by four private equity firms, led by Nordic Capital with 41 percent. Credit Suisse's DLJ Merchant Banking has 25.6 percent, Coller International Partners 9.7 percent and Avista 8.9 percent.

Its lung drug roflumilast, known as Daxas in Europe and Daliresp in the United States, is the first in a new class of treatment for chronic obstructive pulmonary disease, a common breathing disorder often caused by smoking.

After some delays, it won U.S. approval in March where Forest Laboratories has the marketing rights. In Europe, Merck & Co has marketing rights.

Shares of Takeda finished 0.5 percent higher ahead of the statement in a Nikkei benchmark <.N225> down 0.4 percent.

Other Japanese drugmakers have also been active in acquisitions in recent years.

Daiichi Sankyo <4568.T> acquired a majority stake in Indian generic drugmaker Ranbaxy for $4.6 billion, while Astellas Pharma Inc <4503.T> bought OSI Pharma for $4 billion and Eisai <4523.T> purchased MGI Pharma for $3.9 billion to boost their cancer drug pipelines.

Takeda has also unsuccessfully explored takeovers of other European drugmakers previously, including Organon and Sweden's Meda AB , according to sources.

Nycomed is well-placed to tap emerging markets, which made up nearly two-fifths of its revenue in 2010 and should make up 60 percent of sales by 2015. Emerging markets sales leapt 30 percent last year.

($1 = 0.707 Euros)

(Reporting by James Topham; Editing by Edwina Gibbs)