Elanco Receives U.S. Federal Trade Commission Approval for Acquisition of Bayer Animal Health

Elanco Animal Health Incorporated (NYSE: ELAN) today announced that the company has received unanimous approval from the U.S. Federal Trade Commission (FTC) for its acquisition of Bayer Animal Health, a division of Bayer AG (ETR: BAYN). The FTC decision represents the final antitrust clearance needed to complete the transaction, which continues on track for closing at the beginning of August.

“This approval marks the near-final step in fulfilling our vision of bringing together two dedicated animal health companies focused on delivering innovation and an expanded portfolio of solutions to farmers, veterinarians and pet owners around the globe,” said Jeff Simmons, president and CEO of Elanco. “As we approach closing and look toward putting our integration plans into action, I want to thank everyone who has worked so tirelessly on this transaction, especially during these challenging times. Their hard work has positioned the combined company for success, and we look forward to welcoming our new colleagues to Elanco in the very near future.”

The complementary transaction strengthens Elanco’s Innovation, Portfolio and Productivity strategy by combining Elanco’s long-standing focus on the veterinarian with Bayer’s direct-to-consumer expertise, proven even more important as a result of the COVID-19 pandemic. In addition, the transaction will advance Elanco’s intentional portfolio transformation, creating a balance between the farm animal and pet health businesses. It also expands Elanco’s omnichannel approach, substantially diversifying its pet health business into the retail and e-commerce channels allowing Elanco to reach pet owners and serve veterinarians with a multi-faceted approach.

Elanco continues to expect necessary worldwide divestitures to be in the previously announced range of $120 million to $140 million of annual revenue to help advance regulatory reviews. The FTC’s approval is conditional on the following proposed divestitures:

• Worldwide rights for Elanco’s Osurnia®, a treatment for otitis externa in dogs, being sold to Dechra Pharmaceuticals PLC (LON: DPH).
• U.S. rights for Elanco’s Capstar®, an oral tablet that kills fleas in dogs and cats, being sold to PetIQ, Inc. (Nasdaq: PETQ).
• U.S. rights for Elanco’s StandGuard®, a pour-on treatment for horn fly and lice control in beef cattle, being sold to Neogen Corporation (NASDAQ: NEOG).

In addition to FTC approval, Elanco has received antitrust clearance for the transaction from the European Commission (EC), as well as in Australia, Brazil, Canada, China, Colombia, New Zealand, South Africa, Turkey, Ukraine, and Vietnam. Further, Elanco fully secured financing in the first quarter of 2020 through its equity issuance and pricing of its Term Loan B, which will fund at deal close.

The transaction remains subject to customary closing conditions.

ABOUT ELANCO

Elanco (NYSE: ELAN) is a global animal health company that develops products and knowledge services to prevent and treat disease in farm animals and pets in more than 90 countries. With a 65-year heritage, we rigorously innovate to improve the health of animals and benefit our customers, while fostering an inclusive, cause-driven culture for more than 5,800 employees. At Elanco, we’re driven by our vision of food and companionship enriching life - all to advance the health of animals, people and the planet. Learn more at www.elanco.com.

Forward Looking Statement

This press release contains forward-looking statements (as that term is defined in the Private Securities Litigation Reform Act of 1995) about our expectations concerning our antitrust filings with the U.S. Federal Trade Commission (FTC) and other regulators in connection with our acquisition of the animal health business of Bayer AG, and reflects Elanco’s current belief. Forward-looking statements are based on our current expectations and assumptions regarding our business and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. For further discussion of these and other risks and uncertainties, see Elanco’s most recent filings with the United States Securities and Exchange Commission. Except as required by law, Elanco undertakes no duty to update forward-looking statements to reflect events after the date of this release.

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