Salix Pharmaceuticals to Acquire Cosmo Technologies and Move to Ireland

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North Carolina-based Salix Pharmaceuticals said that it has finalized a deal to buy Cosmo Technologies’s Irish arm. Cosmo Technologies is the unit of the Italian drug maker Cosmo Pharmaceuticals. Salix Pharmaceuticals is the latest US company who seeks to move its headquarters abroad for tax purposes.

Under the clause in the deal, Salix will merge with the Irish unit of Cosmo Pharmaceuticals, in exchange for a stake of over 20 percent in the combined company.

In a process known as an inversion, Salix will reincorporate in Ireland, which will allow it to save millions of dollars in corporate taxes.

The chief executive and president of Salix Pharmaceuticals, Carolyn Logan said that combining with Cosmo Technologies makes financial and strategic sense for them as it further consolidates and strengthens their position as a leader in purchasing, marketing and developing products to treat gastrointestinal disorders and diseases.

According to Ms. Logan the new corporate structure greatly enhances the combined company’s ability to compete for licensing deals and it improves the economics of future business development opportunities for Salix.

Salix, as part of the deal, will own Cosmo’s United States patents for the gastrointestinal drugs Uceris and rifamycin and have rights of negotiation with respect to products Cosmo seeks to market in the United States. It will also hold rights to patents in certain parts of the world which includes India, Canada and China.

Shareholders of Salix will own just under 80 percent of the combined company. The rest of the shares will be owned by Cosmo Pharmaceuticals.

Chief executive of the Cosmo Pharmaceuticals, Alessandro Della Chá said that it was their strategic objective to find the best possible partner to market their products in the United States.

The transaction is expected to close in the fourth quarter and the deal is subject to regulatory and shareholder approval. The executive team of Salix will continue to serve in the combined company in their current roles.

Based in Raleigh, North Carolina, Salix Pharmaceuticals markets and develops drugs to treat gastrointestinal diseases, including the drugs Giazo, Apriso and Fulyzaq. The company reported net income in of $143 million in 2013.