Abbvie pulls antitrust paperwork for Allergan buy in US

28 August 2019 4:48pm
piles of paperwork

27 August 2019. By Flavia Fortes.

Abbvie has withdrawn the antitrust paperwork for its $63 billion purchase of Allergan with the US Federal Trade Commission, MLex has learned.

It’s not known whether the parties have already refiled paperwork or when they plan to refile. The initial 30-day waiting period under the US Hart-Scott-Rodino Act will restart with the refiling, and the agency will have to decide after that whether to issue a second request.

The pull-and-refile move is a common procedure by companies to give the agency more time to review the deal. The strategy sometimes allows the parties to avoid an additional request for information, or to let the FTC narrow its request — the companies would have to provide information only about the overlaps that could create competition concerns.

Given that the parties have already agreed to sell some products to address competition concerns, it’s likely they will have to respond to a request for additional information.

The companies said this month that they have notified the FTC of their intention to divest two drugs — psoriasis pipeline therapy Brazikumab and pancreatic enzyme replacement Zenpep — “in connection” with their proposed merger.

Offering divestitures before the review period has started usually isn't enough to ward off a deeper merger investigation, particularly when the sales process isn't complete. If there are areas of potential competition concern, the mere promise of offloading the assets in question isn’t enough to address possible issues; a buyer still needs to be identified, and competitive conditions must be maintained at the same level as before the merger.

Abbvie said in announcing the deal that despite a few small product overlaps, it didn’t foresee any major hurdles with the transaction.

Chicago-based Abbvie in June announced its plan to buy Dublin-based Allergan. Abbvie and Allergan also need antitrust approval in the European Union, Brazil, Canada, China, Israel, Mexico, Japan, South Africa, South Korea and Turkey. The companies will face review in the UK in the event of a UK exit from the EU, or suspension or termination of its EU membership.

—Additional reporting by Jenna Ebersole.