Noven Pharmaceuticals to Be Purchased By Japanese Firm:

In the latest case of a South Florida drug maker being taken over by an outside firm, Noven Pharmaceuticals, the region's largest publicly traded drug company, announced Tuesday it is being purchased by Hisamitsu Pharmaceutical of Japan for $428 million.

The companies said Noven will operate as a stand-alone unit, maintaining its 15-acre campus near the Miami Metrozoo and its current workforce of 610, including 400 in South Florida.

"There is not a single position that will be lost as a result of this transaction," said Jeffrey F. Eisenberg, Noven's executive vice president who will become chief executive of the new Noven subsidiary. "This is not the type of transaction based on finding cost savings and synergies."

Instead, Hisamitsu is planning to use Noven as "a launch pad" to enter the American market, said Peter Brandt, Noven's chief executive, who will leave the company after the transition.

The all-cash tender valued Noven at $16.50 a share, a 22 percent premium over the stock's close on Monday afternoon.

Nancy J. Hull, an analyst with Ladenburg Thalmann, had set a target price of $16 a share, indicating that the deal was reasonably priced.

Brandt said the South Miami-Dade's company has had a relationship with Hisamitsu, based in the city of Saga, "for the better part of eight years," exploring various possibilities for global partnering.

Founded in 1847, Hisamitsu has annual sales of about $1.3 billion a year. About three-fourths of that comes from prescription drugs, Brandt said. The Japanese firm purchased one million shares of Noven on the open market in 2002 and an additional 240,000 shares since then. Hisamitsu presently owns 4.9 percent of Noven's outstanding shares.



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