Pfizer-Allergan Deal is Contingent Upon Saunders Becoming CEO

Pfizer-Allergan Deal is Contingent Upon Saunders Becoming CEO
November 17, 2015
By Mark Terry, Breaking News Staff

With a Pfizer Inc. -Allergan Inc. deal facing a self-imposed announcement deadline for next week, inside sources indicate the deal is dependent upon Allergan’s Brent Saunders becoming chief executive officer of the newly merged company.

Of particular interest—and concern—is how Saunders, who has not typically been an advocate of significant research and development, will approach a company like Pfizer, which has a very strong, and very expensive, research and development program. John LaMattina, writing for Forbes, indicates an inside source tells him that Saunders becoming the Pfizer chief was non-negotiable. “Otherwise, if Pfizer wants Allergan it will have to do a hostile takeover.” And that didn’t go over terribly well when Pfizer tried a hostile takeover of AstraZeneca in 2014.

And Pfizer’s chief executive officer, Ian Read, has made no secret of wanting a tax inversion deal for the U.S. company to create significant tax savings. Allergan, operating out of New Jersey, has a Dublin, Ireland domicile.

In an earlier interview with Forbes, Saunders memorably said, “The idea that to play in the big leagues you have to do drug discovery is a fallacy.” That, at least, suggests that Saunders is less interested in running a drug company that develops new drugs, and more interested in running one that buys other companies and promising drugs and/or biotech companies.

This would put him in the same boat with notable “serial acquirerValeant Pharmaceuticals International Inc. , which has acquired approximately 116 companies since 2008, or Dublin-based Shire , not that an acquisitive strategy is limited to those two companies. In July, Baxalta ’s chief scientific officer, John Orloff, told Boston Business Journal that it was the company’s business strategy, saying, “We’re kind of a ‘small R, big D,’ Our whole approach is one based on external innovation.”

Pfizer, on the other hand, has traditionally been a heavyweight in the research and development area. It generally invests more than $1 billion each quarter in research and development, and has had many notable successes as a result. Those include Lipitor and Zoloft. Pfizer spends almost twice on research and development than Allergan does as a percent of net sales. In the last quarter, Pfizer spent about 14.1 percent of net sales on research and development, while Allergan spent about 7.5 percent. And Bloomberg points out that, “Pfizer’s sales are nearly three times Allergan’s.”

In a recent interview with EyeWireToday, Saunders said, “Yes, to be clear, I’ve always embraced innovation. I do believe innovation is the lifeline of our industry and certainly is at the heart of what Allergan is today. That being said, I think as a CEO and as a leader of our business, I’ve always been careful about how we spent our money, and so we always want to make sure that we’re spending our money in a productive manner and where we believe we can add value.”

LaMattina interprets Saunders' answers as meaning he’s a believer in research and development just as long as it's productive. Or perhaps, as a gambler, he’s primarily interested in gambling on sure things. This is in contrast to recent news stories about Google/Alphabet’s so-called “moonshot projects,” such as Life Sciences and Calico, that focus on ambitious, potentially world-changing research projects that also fairly high risk/high reward.

As LaMattina points out, “I am sure that the Pfizer Board of Directors loved this answer as my guess is that he (Saunders) has been asked this by them. Of course Pfizer wants to do discovery research, it just wants it to be productive. One assumes, however, that the current administration has always sought a productive research organization.”

It seems reasonable that any company wants their research to be productive and cost-effective. A good question is, how conservative can a drug company’s research and development focus be and still create and sell great new drugs?

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