INC Research, LLC, a therapeutically focused global contract
research organization (CRO) and Kendle International Inc., today jointly
announced a definitive merger agreement under which INC Research will acquire
Kendle in an all-cash transaction with a total equity value of approximately
$232 million. Kendle is a global CRO with extensive expertise in Phase I-IV
clinical development and more than 3,000 associates in 31 countries worldwide
Under the terms of the agreement, INC Research will acquire
all of the outstanding shares of Kendle for $15.25per share in cash, representing
a 60.5 percent premium over Kendle’s closing share price on May 4, 2011. This
represents a premium of 51.3 percent over the 30-trading day average of Kendle’s
closing price. The Board of Directors of Kendle unanimously approved the
transaction, which is expected to close in the third quarter subject to
approval by Kendle’s shareholders as well as satisfaction of customary closing
conditions and regulatory approvals
“Joining forces with INC Research is the right decision
for our customers and shareholders. Combining our highly complementary assets will
provide the scale and scope for the combined company to deliver outstanding
global teams, therapeutic expertise and operational excellence for clinical
trials of all sizes,” said Kendle President and CEO, Stephen Cutler, PhD.
“Because both companies are known for conducting high-quality clinical
work and share a common culture based on excellent service delivery, we will be
able to maintain a customer-centric focus on each individual project.” “The
combination of INC Research and Kendle will enable us to deliver broader
capabilities and reach a critical mass for the emerging drug development
outsourcing and alliance partnership models,” said James Ogle, CEO of INC
Research. “Together, we bring complementary strengths and expand the
breadth and depth of services and expertise that are most valuable to our
customers.” The combination of INC Research and Kendle strengthens both
businesses by creating a global CRO with significant therapeutic capability and
geographic diversity. The combined company will rank among the top-tier CROs
based on size and scale, and will be well positioned to handle large-scale
global trials
