Pfizer Abandons Bid for AstraZeneca Regardless of Valuation of its Future Financials: The Destiny of Drug R&D Pipelines – The Case of AstraZeneca
Reporter: Aviva Lev-Ari, PhD, RN
UPDATED on 9/3/2014
‘Back to normal’ for AstraZeneca CEO, despite Pfizer rumors
BARCELONA
(Reuters) – Though speculation is rife of a new Pfizer bid, AstraZeneca’s chief executive is not holed up with advisers in London or New York. Instead, he has spent the last three days immersed in heart science in Barcelona.
“The only thing I can tell you is I am here – and imagine where I would be if something was happening!” Pascal Soriot told Reuters on the sidelines of the European Society of Cardiology congress, the world’s largest heart meeting.
Strict British takeover rules limit what Soriot and other players can say about Pfizer’s abortive attempt to buy AstraZeneca and the possibility of a resumption of talks.
But chatter among investors that Pfizer will come back has boosted shares in Britain’s second biggest drugmaker more than 10 percent since the middle of last month, and the ending of the first of a two-stage cooling-off period on Aug. 26.
While Pfizer cannot launch another public bid until late November, AstraZeneca can now invite it back for talks and Pfizer also has one shot at making a private approach.
Although the saga may not be over, Soriot remains adamant AstraZeneca has a strong independent future.
“We are making good progress with the pipeline and everything so far – touch wood – is going in the right direction,” he said. “We’re back to normal.”
Soriot has spent his time in Barcelona focused on the heart drug Brilinta, which AstraZeneca flagged as worth a potential $3.5 billion-a-year in a strategy update that formed a central plank of its defense against Pfizer.
Sales of the drug have disappointed investors so far, totaling only $216 million in the first half of 2014, but they should pick up following the closure of a U.S. probe into a big clinical trial that had worried some doctors, Soriot said.
“It’s very clear that Brilinta will, actually, in the end make it,” Soriot said, adding he had been encouraged by feedback from key opinion leaders in Barcelona, as well a new study showing the drug was safe to use in ambulances.
SOURCE
http://www.reuters.com/article/2014/09/02/us-astrazeneca-pfizer-exclusive-idUSKBN0GX1C720140902
UPDATED on 5/27/2014
Pfizer Abandons Bid for AstraZeneca

Updated, 9:36 p.m. | On the final day for Pfizer to decide whether to abandon the plan, it said it did not intend to make an offer for AstraZeneca. Last week, the British company rejected what Pfizer had called its final offer. The cash-and-stock bid, which valued AstraZeneca at about $119 billion, would have created the world’s largest drug company.
Pfizer had indicated that it would not pursue a hostile bid, which would have allowed AstraZeneca’s shareholders to vote on the deal without the approval of AstraZeneca’s board. Under British takeover rules, Pfizer is not permitted to make another offer for AstraZeneca for six months. If AstraZeneca’s board were to agree to talks, the earliest Pfizer could offer a higher price would be in three months.
“We continue to believe that our final proposal was compelling and represented full value for AstraZeneca based on the information that was available to us,” Ian C. Read, Pfizer’s chairman and chief, said in a statement. “As we said from the start, the pursuit of this transaction was a potential enhancement to our existing strategy.”
<a href="http://dealbook.nytimes.com/2014/05/26/pfizers-says-its-bid-for-astrazeneca-is-dead/?_php=true&_type=blogs&emc=edit_dlbkam_20140527&nl=business&nlid=40094405&_r=0[/embed]%20">http://dealbook.nytimes.com/2014/05/26/pfizers-says-its-bid-for-astrazeneca-is-dead/?_php=true&_type=blogs&emc=edit_dlbkam_20140527&nl=business&nlid=40094405&_r=0
The Destiny of Drug R&D Pipelines: The Case of AstraZeneca – Valuation of its Future Financials
Reporter: Aviva Lev-Ari, PhD, RN
“It is the view of AXA IM UK that the board of AstraZeneca should not prevent an offer from Pfizer of 55 pounds ($92.67) per share from being put to the shareholders of the company,” Jim Stride, head of UK equities at AXA Investment Managers <AXAF,PA>, said on Wednesday.
AXA is the third biggest shareholder in AstraZeneca, with a 4.51 percent stake.
“Many shareholders – but not necessarily all – will find this an attractive offer. Accordingly we believe that the board was arguably wrong and acted too hastily to dismiss the latest proposal from Pfizer,” Stride added.
Meanwhile Threadneedle, which is the fifteenth biggest shareholder with a 1.39 percent stake, said it supported AstraZeneca’s decision to reject Pfizer’s proposal.
“As long-term investors in AstraZeneca, we continue to support the board’s stance on the Pfizer offer. We feel the full implications of the proposed acquisition have not been sufficiently understood and addressed by Pfizer,” a spokeswoman for Threadneedle said.
“The company has made notable progress under (Chief Excecutive) Pascal Soriot and is a strong, stand-alone UK business with a good product pipeline.” ($1 = 0.5935 British Pounds) (Reporting By Jemima Kelly; Editing by Chris Vellacott)
SOURCE
http://www.reuters.com/article/2014/05/21/idUSL6N0O73S520140521
5/19 3:23AM – Chairman of AstraZeneca REJECTS the FINAL Offer of Pfizer explaining the Progress in Pipeline of defense Immunotherapy in Cancer, the NEW SCIENCE will bring good value to shareholders.
VIEW VIDEO
http://www.reuters.com/video/2014/05/19/so-why-did-astrazeneca-reject-pfizer?videoId=312996516
On Sunday, Pfizer made what it called its “final” $119 billion offer for AstraZeneca, which is based in London. Pfizer also stated that while it wanted a deal, it was only making a soft “nonbinding” offer at this time.
Pfizer said it would not start a full-fledged hostile offer for AstraZeneca. A hostile bid would have involved offering terms that AstraZeneca’s shareholders could accept without the approval of AstraZeneca’s board. Given the price Pfizer offered, such a maneuver had a real chance of success.
http://dealbook.nytimes.com/2014/05/19/the-curious-incident-of-pfizers-final-offer-for-astrazeneca/
Schroders, Fidelity reveal investor split as Astra rejects Pfizer
LONDON
(Reuters) – Some leading AstraZeneca Plc shareholders were at odds over whether the British drugmaker made the right decision in rejecting Pfizer Inc’s final $118 billion bid to buy the company.
Schroder Investment Management Ltd (SDR.L), AstraZeneca’s (AZN.L) 12th-biggest shareholder, urged the drugmaker on Tuesday to restart takeover talks with Pfizer (PFE.N) while Fidelity Worldwide Investment (UK) Ltd, holder of the 18th largest stake in Astra, backed the British company’s stance.
The division highlighted a split among investors following the collapse of a potential transaction, leaving many shareholders frustrated at missing out on a big windfall.
Schroders said it was disappointed with “the quick rejection by the AstraZeneca board” of an improved 55 pounds-a-share offer and the decision by Pfizer to “draw a premature end to these negotiations by calling their latest proposal final.”
“Given the increase in the offer we would encourage the AstraZeneca management to recommence their engagement with Pfizer, and subsequently their shareholders,” the fund manager, which owns 2 percent of AstraZeneca, said.
SOURCE
http://www.reuters.com/article/2014/05/20/us-astrazeneca-pfizer-shareholders-idUSBREA4J09520140520
Pfizer failed in its takeover bid for AstraZeneca because of overconfidence
SOURCE
http://www.theguardian.com/business/2014/may/19/pfizer-failed-takeover-bid-astrazeneca
AstraZeneca Snubs Pfizer Once More
Updated, 10:36 p.m. | LONDON — AstraZeneca has to hope it can deliver on its vaunted drug pipeline.
On Monday, AstraZeneca, the Anglo-Swedish drug maker, rejectedPfizer’s latest — and what it described as its “final” — bid to buy AstraZeneca, which would create the world’s largest pharmaceutical company.
Barring a last-minute change of heart by AstraZeneca’s board or another sweetened bid by Pfizer later this week, the likelihood of a potential deal looks bleak. Under British takeover rules, Pfizer has until May 26 — a holiday this year in both Britain and the United States — to decide whether to walk away.
The latest offer, made Sunday evening, was worth about $119 billion. On Monday, AstraZeneca responded that the increased bid “undervalues the company and its attractive prospects.”
In making its final offer on Sunday, Pfizer said that it did not believe that AstraZeneca’s board was prepared to recommend a deal “at a reasonable price” and it encouraged AstraZeneca’s shareholders to urge the company to engage in “meaningful dialogue” about a potential combination.
Pfizer, which began its pursuit of a merger last year, has said it will not make a hostile bid.
The news sent AstraZeneca’s shares down 11.1 percent, to 42.875 pounds, in trading on Monday in London. The company’s stock had been trading higher in recent weeks as shareholders anticipated an increased offer from Pfizer.
A Pfizer spokesman said on Monday that the company was evaluating its options after the latest rejection.
Leif Johansson, the AstraZeneca chairman, said in a statement that Pfizer’s pursuit all along “appears to have been fundamentally driven by the corporate financial benefits to its shareholders of cost savings and tax minimization.” He was referring to Pfizer’s plan to reincorporate in Britain through the transaction to substantially reduce its United States tax bill.
“From our first meeting in January to our latest discussion yesterday, and in the numerous phone calls in between, Pfizer has failed to make a compelling strategic, business or value case,” Mr. Johansson said. “The board is firm in its conviction as to the appropriate terms to recommend to shareholders.”
AstraZeneca has raised a number of concerns about the potential tie-up, but the main sticking point appears to be what constitutes an appropriate price for AstraZeneca and its stable of drugs in development.
The latest proposal would have given AstraZeneca shareholders 1.747 shares of the combined company, and £24.76 in cash for each of their shares. The offer valued each share of AstraZeneca at about £55, or about $92.50.

Analysts had predicted that AstraZeneca’s board would be willing to engage in meaningful discussions about a merger at that price. Yet AstraZeneca said on Monday that it was looking, at a minimum, for a price closer to £58 a share.
Sunday’s offer represented a 45 percent premium over AstraZeneca’s share price before news of Pfizer’s interest became public in April and came after a previous offer by Pfizer late on Friday.
Is AstraZeneca “realistic in what it believes ‘fair value’ is?” Timothy Anderson, a pharmaceutical analyst at Sanford C. Bernstein, said in a research note Monday. “Projecting the worth of new drug pipelines is notoriously difficult, and drug companies and financial analysts alike are often wrong to the tune of billions of dollars, especially when going out five to 10 years. Drug development is just not that predictable.”
AstraZeneca said this month that it expected to achieve annual revenue of $45 billion by 2023 as an independent company.
The company, which has an attractive portfolio of cancer drugs, has repeatedly trumpeted the strength of its drugs in development, saying it is projecting peak annual sales potential of about $23 billion for those drugs by the end of 2023.
The company’s pipeline includes potential treatments for cancer, cardiovascular disease and asthma. One promising area is its immuno-oncology drugs, which use the body’s immune system to attack tumors. MEDI4736, a cancer treatment in development, is one drug that the company is pointing to as a reason to be optimistic about its pipeline. The company expects the drug could earn $6.5 billion in peak annual sales.
Pfizer, the maker of best-selling drugs like Lipitor and Viagra, has raised questions about AstraZeneca’s prospects as a stand-alone concern and vowed to keep jobs in Britain in a bid to persuade British politicians to support the transaction.
If completed, the deal would be one of the largest acquisitions in the pharmaceutical industry, surpassing Pfizer’s takeover of Warner-Lambert 14 years ago, which was valued at $90 billion at the time. Adjusted for inflation, however, that takeover would now be valued at about $124 billion.

Savvas Neophytou, an analyst at Panmure Gordon & Company in London, said a majority of AstraZeneca’s large shareholders would have preferred that the company engage in a “more robust discussion” with Pfizer and that £55 a share would have been an attractive price for many stockholders.
Now, AstraZeneca must deliver on its lofty outlook, Mr. Neophytou said.
“From AstraZeneca’s point of view, the challenge is not the next six months,” Mr. Neophytou said. “The challenge is what happens in the medium to long term, the next three to five years.”
Pfizer’s pursuit of AstraZeneca has been a contentious one, with both companies seemingly talking past each other and AstraZeneca’s board showing little desire to engage Pfizer.
On Friday, Pfizer approached AstraZeneca with another increased offer of cash and stock worth about £53.50 a share. AstraZeneca’s board again felt the offer was too low.
On a conference call between the companies on Sunday, Mr. Johansson said, even if other crucial aspects of the deal were satisfactory, the board would be prepared to recommend only an offer price that was more than 10 percent above the Friday bid, or about £58.85, according to AstraZeneca.
Pfizer reiterated that its Friday proposal was final and would not be amended, according to AstraZeneca, but then announced an increased — and again final — proposal on Sunday, without previous notice.
The potential combination has also raised concerns among British and United States lawmakers.
In Britain, the concern has centered on whether Pfizer would eliminate jobs after a merger and hurt Britain’s standing in life sciences research. AstraZeneca employs 51,500 people worldwide, including about 6,700 in Britain.
Pfizer had committed to keep at least 20 percent of its research and development work force in Britain after a deal and to complete a research-and-development center being built by AstraZeneca in Cambridge, England.
But British politicians have pointed to Pfizer’s decision in 2011 to close a facility in Sandwich, England, as a reason to be concerned about its commitment to keeping jobs in Britain. The closing led to the loss of more than 1,500 jobs.
United States politicians also have raised questions about the company’s plans to reincorporate in Britain. The strategy, known as an inversion, is increasingly popular among United States companies, especially in the pharmaceutical industry.
The opposition Labour Party, which had accused Prime Minister David Cameron of cheerleading for the Pfizer bid, welcomed the decision by AstraZeneca.
“The AstraZeneca board has remained resolute and sought to act in the best long-term interests of the company and its vital work in developing new lifesaving drugs,” said Chuka Umunna, who speaks for the Labour Party on business issues.
“Pfizer has said today that it will not seek to launch a hostile bid and must not renege on this promise,” Mr. Umunna said.
Stephen Castle contributed reporting.
A version of this article appears in print on 05/20/2014, on page B1 of the NewYork edition with the headline: AstraZeneca Snubs Pfizer Once More
SOURCE
NATURE REVIEWS DRUG DISCOVERY | PERSPECTIVES | OUTLOOK
Lessons learned from the fate of AstraZeneca’s drug pipeline: a five-dimensional framework
Competing interests statement
All authors are employees and shareholders of AstraZeneca.
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David Cook is a senior scientist and safety expert in AstraZeneca’s clinical Patient Safety group.
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Dearg Brown was a Director of Chemistry in AstraZeneca’s oncology group and is now a project manager at Manchester University, UK.
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Robert Alexander is a Clinical Vice President in AstraZeneca’s neuroscience group.
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Ruth March is the Vice President of the Personalized Healthcare and Biomarkers group at AstraZeneca.
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Paul Morgan is Head of Translation Safety in Drug Safety and Metabolism at AstraZeneca.
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Gemma Satterthwaite is a Director within AstraZeneca’s global product and portfolio strategy group.
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Menelas N. Pangalos is Executive Vice President and Global Head of Innovative Medicines and Early Development at AstraZeneca.
- Published online 16 May 2014
- The portfolio review
- Abstract•
- Introduction•
- The portfolio review•
- Key factors underlying project failures•
- Conclusions: what AstraZeneca did next•
- References•
- Acknowledgements•
- Author information•
- Related links
In 2011, a comprehensive review was undertaken of 142 drug discovery and development projects at AstraZeneca. The review covered projects from all therapeutic areas that had been active during the 2005–2010 period, from the phases following the completion of preclinical research through to the end of clinical testing in Phase II. The key aims of the review were to understand the major reasons for project closure and to identify the features of projects that correlated with successful outcomes.
We did not expand the review to look at Phase III for two reasons. First, successful transition through proof of concept (Phase II) remains the area where the industry overall has the highest rate of attrition and which must be improved. Second, the number of projects in Phase III for a single company is too small to be able to draw valid conclusions, and this number becomes even smaller if looking at successful transitions to launch of a medicine.
It should be noted that this is a single assessment from a single company, based on a limited number of projects, and over a limited timeframe. Nevertheless, we think that insights from this work could help to guide future teams and improve R&D productivity.
Methods. The aim of the review was to identify key ‘lessons learned’ in projects that could be used to improve the R&D productivity of the company. As such, the review was performed by a cross-functional group of scientists and clinicians drawn from the project team community, and conducted in a peer-to-peer manner. To be as objective as possible, structured questionnaires were used when interviewing teams and, where possible, contemporaneous documents were analysed to provide supporting evidence for assessments. In addition, to further avoid any potential bias, senior leaders who had been associated with the governance decisions over the assessment period were not involved in the review.
For this analysis, the drug development process was divided into four distinct phases: preclinical, Phase I, Phase IIa and Phase IIb. The preclinical phase was defined as the phase from the first good laboratory practice (GLP) toxicology dose of a candidate drug through to an investigational new drug (IND) application or first clinical trial application (CTA) before first-in-human testing. Phase I was defined as the phase that included the first-in-human trials within a small trial population (typically <50 patients) and included safety, tolerability and dose-ranging studies. These studies were often conducted in healthy volunteers, but in some indications (for example, oncology) they could include patients. Phase II trials were defined as trials that were aimed at evaluating the candidate drug’s efficacy in a patient population, leading up to clinical proof of concept. Within our analysis, we subdivided Phase II into Phase IIa and Phase IIb. Phase IIa studies were generally smaller (typically <200 patients) and designed to mainly address early evidence of drug activity, whereas Phase IIb studies included larger numbers of patients (typically <400 patients) and were designed to demonstrate clinical proof of concept and an understanding of dose response.
For each of these phases, projects were classified as being ‘active’ (still in that phase), ‘closed’ (shut during that phase) or ‘successful’ (transitioned from this phase to the next one). Every project was analysed separately in each phase of its development path; so, for example, a project that had reached Phase III trials was analysed four times across the entire development process. Data were collected for each project, for each of the development phases that it had completed, using comprehensive surveys and questionnaires with over 200 questions covering all aspects of the project (for example, the scientific rationale, target validation and physicochemical properties of the candidate drug). Questionnaires were adapted so that they were specific to each phase of the review to allow for the retrospective understanding of the data that were available for a project at that stage, and to analyse how the project knowledge and data developed as the project passed through different phases. Written surveys were supplemented with in-depth peer-to-peer interviews with project teams. Responses to the questionnaires and interviews were subjected to rigorous peer review by a team of experienced scientists and clinicians to ensure consistent evaluation across all projects. In-depth ‘root-cause’ analysis was used to reach conclusions as to why projects had failed. Analyses that were based on answers to specific questions in the questionnaires were only performed on projects that had provided a complete set of answers to the relevant questions.
Results. Overall, we gathered data from more than 80% of the 142 AstraZeneca projects within the scope of the review, and for 95% of projects in clinical phases. Of the projects analysed, 94 closed during the period assessed; 33 closed before clinical testing and a further 61 closed during clinical testing. The remaining projects were still active at the time of this review.
We compared the success rates for our projects to pharmaceutical industry benchmarks, obtained from the Pharmaceutical Benchmarking Forum (Fig. 1a). Our success rate in the preclinical phase (defined as the percentage of projects completing this phase and moving to the next phase of development) was comparable with industry benchmarks (66% versus 63%; see the KMR Group website for further information on the Pharmaceutical Benchmarking Forum).
Our data suggested that we had a higher success rate in completing Phase I (59% versus 48%) but a markedly lower success rate in completing Phase II (15% versus 29%), compared to industry benchmarks. In addition,
Phase III success rates were lower than the industry overall (60% versus 67%), although the number of projects in this phase was very low. Therefore, AstraZeneca was allowing more projects to enter later-stage development, only to have them subsequently fail.
Overall, AstraZeneca’s success in bringing candidate drugs to market during the 2005–2010 period was significantly lower than the industry median (2% versus 6%).
SOURCE
At AstraZeneca, Occasion for IntrospectionBy Aaron Krol May 19, 2014 | On Friday, a frank assessment of AstraZeneca’s R&D practices appeared in Nature Reviews Drug Discovery. The review, written by members of the pharmaceutical company’s Innovative Medicines and Early Development division, examined projects in preclinical, Phase I and Phase II trials from 2005-2010, and reached some stark conclusions about the corporate culture’s influence on which compounds advanced through successive stages of testing. At the same time, the review offers new reasons for optimism, and may be seen to bolster AstraZeneca in its ongoing battle to resist acquisition by Pfizer. While the top-line figures are glaring – in particular, the observation that AstraZeneca was letting an exceptional number of compounds through Phase I trials, compared to the industry as a whole, only to see disproportionate failures in Phase II – the authors’ substantive look at the causes of failure is enlightening. A lack of confidence in the underlying biology of therapies seems to have been a frequent reason for failure, even in later stages of a project. In 40% of cases where lack of efficacy led to a project’s shutdown, teams reported that they “lacked data demonstrating a clear linkage of the target to the disease or access to a well-validated animal model of the disease,” and as late as Phase IIb trials, over 40% of teams reported “low confidence” in their molecular targets. In these cases, weak evidence of efficacy in preclinical models may have been enough to move projects forward, despite no strong hypothesis linking a lead drug to the disease pathology. The authors also noted that a more well-rounded view of the biology was a powerful predictor of success. At the time of the review, only 27% of Phase II trials had failed where teams reported that their drug target had a known genetic link to the disease in humans, and only 18% of Phase IIb trials had failed if teams reported that they began testing with a biomarker for efficacy in mind. “Overall,” the authors write, “these data highlight that, throughout every phase of early R&D, it is crucial for scientists and clinicians to gain an understanding of, and confidence in, the disease biology, the relationship of the target to the disease indication, and the proposed mechanism of action of a potential drug.” While the problems identified in this review will look familiar to many working in the pharmaceutical industry, they seem to have grown particularly entrenched at AstraZeneca. The authors note that projects were frequently advanced because teams were evaluated by volume of compounds in active testing, creating a perverse incentive to promote any candidate drug that could meet minimal standards of evidence. One indicator of this culture is the lack of diversity in back-up molecules, meant as potential replacements for a lead candidate in certain key projects. The authors found that back-up molecules were often only minor tweaks of the lead candidate, advanced with no reason to believe they would differ in activity or outperform the lead drug on any metric. “In one extreme case,” they write, “we identified a project with seven back-up molecules in the family… [which] all failed owing to the same preclinical toxicology finding.” Although the review was completed in 2011, it has been published at a fortuitous time for AstraZeneca, which has fought off repeated takeover attempts by Pfizer, including an offer of $117 billion over the weekend. There has been frequent speculation that AstraZeneca’s shareholders may rebel against the wishes of the board and accept a high bid by Pfizer, which is offering a high premium over the market value of AstraZeneca shares. While AstraZeneca’s board members insist that Pfizer is still undervaluing their drug portfolio, skeptics note that AstraZeneca has struggled to bring new drugs to market in recent years. This report offers reasons to believe that the company’s R&D practices may have changed since 2011, with a new emphasis on biological understanding over volume. The authors note that the company’s early development portfolio is significantly smaller than it was three years ago, and that teams are now expected to articulate their hypotheses relating drugs to disease targets, and more encouraged to seek out relevant biomarkers, companion diagnostics, and patient subpopulations. While acknowledging that “it is too early to see tangible benefits to the AstraZeneca pipeline,” they also observe that both preclinical and Phase II success rates have risen since the new R&D philosophy was implemented, while inflated Phase I success rates have fallen. While the timing may be coincidence, for AstraZeneca boosters looking for evidence to point to when arguing that Pfizer’s takeover bids undervalue the flagging company, this review will be a welcome addition to the public record. For everyone else, it is an instructive glimpse into misguided incentives at the root level of the drug industry. SOURCE http://www.bio-itworld.com/2014/5/19/astrazeneca-occasion-introspection.html |
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