HSR Waiting Period Expires, Paving Way for Mayne Pharma Acquisition
Mayne Pharma has announced the expiration of the US antitrust waiting period, a critical step forward in Cosette Pharmaceuticals' proposed acquisition. The transaction now moves closer to completion, pending other regulatory and shareholder approvals.
- Hart-Scott-Rodino antitrust waiting period expired
- Key condition precedent for scheme implementation satisfied
- Other approvals pending: FIRB, shareholder vote, court sanction
- Scheme timetable remains on track as previously announced
- Acquisition via scheme of arrangement by Cosette Pharmaceuticals
Regulatory Milestone Achieved
Mayne Pharma Group Limited (ASX: MYX) has reached a significant regulatory milestone in its proposed acquisition by Cosette Pharmaceuticals, Inc. The company announced that the waiting period under the United States’ Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 has expired. This expiration satisfies a key condition precedent outlined in the scheme implementation deed (SID) between Mayne Pharma and Cosette, effectively clearing a major hurdle in the transaction process.
What This Means for the Deal
The expiry of the HSR waiting period removes one of the regulatory uncertainties that often complicate cross-border pharmaceutical acquisitions. Cosette’s proposed acquisition of Mayne Pharma, structured as a scheme of arrangement, now advances closer to completion. However, the deal remains contingent on several other critical approvals, including the Foreign Investment Review Board (FIRB) clearance, shareholder approval at the upcoming Scheme Meeting, and final court sanction.
Maintaining the Timetable
Mayne Pharma confirmed that the anticipated timetable for the scheme remains aligned with the indicative schedule announced in April 2025. This suggests that the parties are progressing smoothly through the regulatory and procedural steps, maintaining momentum towards closing. Investors and market watchers will be keen to see how the remaining conditions unfold, particularly the FIRB’s assessment and shareholder vote outcomes.
Strategic Implications
The acquisition by Cosette Pharmaceuticals, via its Australian subsidiary Cosette Australia BidCo Pty Ltd, represents a strategic move to expand its footprint in the specialty pharmaceutical sector. Mayne Pharma’s strong presence in dermatology and women’s health in the US market, combined with its contract development and manufacturing capabilities, makes it an attractive target. The successful navigation of the HSR process reduces regulatory risk and enhances the likelihood of a smooth integration post-acquisition.
Looking Ahead
While the HSR clearance is a positive development, the transaction’s completion still hinges on several pivotal approvals. Market participants will be watching closely for updates on FIRB’s decision, shareholder sentiment, and court rulings. Each of these steps carries its own set of risks and could influence the deal’s final outcome and timing.
Bottom Line?
With the US antitrust hurdle cleared, Mayne Pharma’s acquisition edges closer—but key approvals remain in play.
Questions in the middle?
- When will the Foreign Investment Review Board announce its decision on the acquisition?
- How will Mayne Pharma shareholders vote at the upcoming Scheme Meeting?
- Could any unforeseen legal challenges delay the court’s final approval?
