Novartis completes merger with Alcon

MANILA, Philippines - Research-based Swiss health care company Novartis has completed the merger of Alcon Inc. into Novartis.

The completion of the merger follows the Novartis shareholders’ approval of the merger, as well as the proposed capital increase at the company’s extraordinary shareholder meeting and the subsequent entry of the merger into the commercial registry.

Alcon is one of the most respected and trusted eye care companies in the world. It has been producing ophthalmic products for 65 years.

Alcon researches, develops, manufactures and markets pharmaceuticals, surgical equipment and devices, contacts lens solutions and other vision care products that treat diseases, disorders and other conditions of the eye.

Alcon, which operates in 75 countries and sells products in 180 markets, posted sales of approximately $7.2 billion in 2010.

Alcon is now the newest and second biggest division (after Pharmaceuticals) of Novartis. The division will be headed by former Alcon chief executive Kevin Buehler.

“As a global leader in eye care, Alcon complements the comprehensive Novartis portfolio of effective and innovative health care solutions,” said Eric van Oppens, country president of Novartis Healthcare Philippines.

“Our merger with Novartis will strengthen our position as the global leader in the dynamic eye care sector,” said David Avila, general manager of Alcon Philippines.

The number of Novartis shares required in connection with the merger was 165 million shares instead of the initially expected 215 million shares.

The amount of shares required for the merger was reduced through the purchase of 16.1 million Alcon shares in the open market since the announcement of the merger agreement in December 2010.

The 165 million shares are composed of 108 million newly issued shares from the authorized capital increase approved by the Novartis board of directors recently and 57 million shares already held as treasury shares.

Under the terms of the agreement, Alcon shareholders will receive 2.9228 Novartis shares (which include the dividend adjustment) and $8.20 in cash for each share of Alcon, for a total consideration of $168 per share.