On 14 October 2020, Nestlé announced the successful completion of its acquisition of Aimmune Therapeutics. Joining Nestlé Health Science (NHSc) as a stand-alone business unit called Aimmune Therapeutics, a Nestlé Health Science company manages NHSc’s global pharmaceutical business.
“Nestlé Health Science’s acquisition of Aimmune Therapeutics marks an important milestone in our constant pursuit of innovative, science-based nutritional solutions to support healthier lives,” said Greg Behar, chief executive officer of NHSc. “Aimmune’s Palforzia, the first medication approved for treating peanut allergy, is a game-changer and it’s only the beginning. Aimmune’s pharmaceutical expertise and infrastructure will complement our existing research and development to further drive growth globally.”
Aimmune will continue to be run from Brisbane, California. Andrew Oxtoby has been named Aimmune’s president and chief executive officer and a new executive leadership team. Oxtoby was previously Aimmune’s chief commercial officer.
The development program for Aimmune — which consists of the potential use of Palforzia in toddlers and adults, multiple clinical development programs in other allergies, and the development of the monoclonal antibody AlMab7195 — will proceed as planned.
Palforzia [Peanut (Arachis hypogaea) Allergen Powder-dnfp] was approved by the US Food and Drug Administration (FDA) in January 2020 as oral immunotherapy for the mitigation of allergic reactions, including anaphylaxis, that may occur with accidental exposure to peanut in patients aged 4 through 17 years with a confirmed diagnosis of peanut allergy. In Europe, Aimmune’s marketing authorization application for AR101 is under review with the European Medicines Agency (EMA), with a decision anticipated in 2020. A Swiss Agency for Therapeutic Products (SwissMedic) review of AR101 also is ongoing, with a decision expected in 2021.
The previously announced tender offer for all of the outstanding shares of Aimmune common stock, other than shares held by Nestlé and its affiliates, for a price of US$34.50 each share in cash expired as scheduled at midnight, Eastern Time, on 9 October 2020. The minimum tender condition and all of the other conditions to the offer were satisfied. On 13 October 2020, Nestlé, through a wholly-owned subsidiary (purchaser), accepted for payment all shares validly tendered and not properly withdrawn.
Following its acceptance of the tendered shares, Nestlé caused the purchaser to merge with Aimmune. As a result of the merger, all Aimmune shares not purchased in the tender offer (other than (i) shares owned by Nestlé or Purchaser, (ii) shares held by Aimmune and (iii) shares as to which the holder thereof has properly exercised appraisal rights under Delaware law) were converted into the right to receive the same US$34.50 per share in cash (without interest and subject to applicable withholding taxes) that would have been paid had such shares been purchased in the tender offer. Aimmune common stock has ceased to be traded on the NASDAQ Global Market.