Pfizer: the Once and Future M&A King

November 24, 2015 Pfizer: The once and future M&A king

Jonathan Gardner

This year will join 2000 and 2009 as high-water marks in pharma mergers and acquisitions, and once again this is largely courtesy of Pfizer.

With the biggest-ever acquisition announced yesterday, Pfizer’s $160bn takeover of Allergan, 2015 is on course to smash all records, with more than $300bn in deals announced so far. It will be a hard act to follow in 2016, even harder given that the deal removes the incredibly acquisitive Allergan from the M&A frame (see tables below).

In reaching agreement with Allergan yesterday Pfizer bettered its own remarkable M&A record: that of Warner- Lambert in 2000, for $90bn. The next peak, in 2009, saw Pfizer strike out for Wyeth. Both of these were for incredibly valuable products, Wyeth bringing the Prevnar pneumonia vaccine franchise and Warner-Lambert Lipitor.

5 biggest pharma and biotech M&A deals

Deal announced Acquirer Target Value ($bn)

November 2015 Pfizer Allergan 160

Feb 2000 Pfizer Warner-Lambert 90

Jan 2000 GlaxoSmithKline GlaxoWellcome + SmithKline Beecham 74

Nov 2014 Allergan Allergan (pre Actavis) 71

Jan 2009 Pfizer Wyeth 68

It is a similar situation with Allergan and Botox, which will become one of Pfizer’s biggest growth drivers after the deal closes, thanks to Allergan’s skill at expanding the botulism toxin from cosmetic surgery into medical conditions like migraine and incontinence.

Big deal

An analysis of M&A data back to 2009 shows just how huge the Allergan acquisition is: the total for the fourth quarter 2015 now stands at $176bn, eclipsing the $152bn worth of deals reached in all of 2009, a year that in addition to the Wyeth takeout also saw Roche take Genetech and Merck buy Schering-Plough.

The 2009 mark was exceeded last year, of course, but did so without benefit of mega-mergers (Mega-merger drought fails to impede record-breaking acquisition year, January 15, 2015). This year’s second-biggest deal, incidentally, also involves Allergan: Teva’s $40.5bn buyout of Allergan’s generics unit. Pfizer had been a modest spender of late, with its three year totals until yesterday having been less than $20bn – a sum that includes its $17bn play for Hospira earlier this year.

Before Monday's deal the industry's biggest spender had been Allergan, clocking up $113bn in buyouts, including the $71bn transaction that turned Actavis, as it used to be known, into Allergan and the $28bn buyout of Forest Laboratories.

The industry's big spenders – three-year M&A bill

Company 3yr spend ($bn) 3yr deal count

Pfizer 178.6 8

Allergan 112.9 12

Teva Pharmaceutical Industries 47.6 8

Valeant Pharmaceuticals International 23.4 9

Bayer 17.7 4

AbbVie 17.6 1

Novartis 17.2 10

Shire 16.8 10

Perrigo Company 14.9 9

Endo International 14.6 8

With Allergan eliminated as a predator, and Pfizer now focused on integration, attention should turn to whether other companies will fill this void. One suspect, Valeant, is likely out of the picture as its debt pile and depressed share price will present obstacles to engineering new deals.

What remains is a tamer picture. Minus Allergan generics, Teva has done less than $10bn of deals. Of the other big cap pharma’s figuring large in this list, AbbVie’s double-digit total is based on a single deal, for Pharmacyclics, one that has been viewed as an expensive transaction.

Novartis’s sum is enriched by a single deal, an asset swap that saw it take over a huge chunk of GlaxoSmithKline’s oncology assets; and likewise with Bayer's acquisition of Merck & Co’s consumer unit.

At the bottom of that list, Shire, Perrigo and Endo could see an opportunity. Certainly, all are under some pressure to bulk up to avoid becoming targets themselves.

Another scenario could see other big pharmas re-enter the mega-merger ring as a defensive move, a factor that drove 2009’s big total. Given that Pfizer-Allergan was less about competition and more about moving financial levers, defensive M&A seems a less likely outcome – in any case, many other pharma chiefs, such as GlaxoSmithKline’s Andrew Witty, express reluctance about big deals because of integration complexity. Acquisition activity will probably not screech to a halt, especially if biotech valuations start to erode. But with yesterday’s effective removal of two big players, it appears headed for a slowdown. Deal bankers cannot expect to have another landmark year like this for some time. If they are wise, they will have saved for a rainy day.

To contact the writers of this story email Jonathan Gardner or Edwin Elmhirst in London at [email protected] or follow @ByJonGardner or @EPVantage on Twitter