UPDATE: Merck Names New Management Team For Combined Co
2009年9月1日 - 2:59AM
Dow Jones News
Merck & Co. (MRK) on Monday named managers who will run top
businesses after the drug maker closes its deal to combine with
Schering Plough Corp. (SGP), while saying it will focus on growth
opportunities in emerging markets, biologic drugs and vaccines.
Merck is essentially taking over Schering in a cash-and-stock
deal valued at $41 billion when announced in March. The new
organization will retain the Merck company name, board and top
management even though the deal has been structured as a reverse
merger, in which Schering will be the surviving company.
The combined company's biggest business, called Global Human
Health, will add a new emerging-markets group targeting areas such
as China and Latin America. The company is also adding franchises
based on women's health and mature brands and is keeping a
potential successor to Chief Executive Richard T. Clark at the helm
of Global Human Health.
That will be one of five primary divisions at the new Merck. The
others are animal health; consumer health care; Merck research
laboratories; and Merck manufacturing. The top officials named to
each division were already leaders for these businesses at one of
the two companies, indicating Merck isn't significantly shaking up
the management ranks.
The management structure also leaves most basic research heads
from Schering-Plough Research Institute sites in place. Schering's
strong research pipeline is seen as a key asset in the deal for
Merck, which has been beset by patent expirations and research
setbacks.
Each division will report to Clark, who was named CEO of the
combined company when the deal was signed. Animal-health and
consumer health care will operate as separate business units.
In a release, Clark said that "integration planning is
proceeding smoothly and on schedule," and Merck noted that the deal
is still expected to close in this year's fourth quarter.
While the deal is still subject to antitrust clearance,
shareholders from both companies have given their approval.
Shares of Merck recently rose 31 cents to $32.63, while Schering
gained 27 cents to $28.29.
Miller Tabak & Co. analyst Les Funtleyder said he didn't see
major changes in Monday's announcement, and added that it will be
more important to see how the two companies' cultures mesh over the
long haul.
Kenneth C. Frazier, the former general counsel of Merck who
helped navigate the legal issues surrounding the 2004 market
withdrawal of pain drug Vioxx over safety concerns, will keep his
job running the big global human health division. That business
consists of the prescription, vaccines and biologics
businesses.
Analyst Funtleyder said he believes that Frazier could be the
next in line to run the company following the departure of Clark,
who will reach Merck's mandatory retirement age of 65 in 2011.
Merck didn't provide insight into its succession plans on
Monday.
Raul E. Kohan, head of Intervet Schering-Plough Animal Health,
will lead the new animal-health business, which will have more than
1,000 products and revenue of about $3 billion. To satisfy
regulators, Merck has agreed to sell its 50% stake in the Merial
animal-health joint venture to partner Sanofi-Aventis SA (SNY) for
$4 billion.
Stanley F. Barshay, chairman of consumer health-care operations
at Schering-Plough, will be the interim head of the new consumer
health care businesses while the company searches for a permanent
leader. The new business will target growth outside the U.S.
Schering-Plough's consumer health care business includes products
such as allergy medicine Claritin, sun-protection product
Coppertone and the Dr. Scholl's foot-care line.
Merck Research Laboratories will be led by Peter S. Kim,
currently that division's executive vice president and president.
Merck manufacturing will be led by that group's current president,
Willie A. Deese.
The reverse merger structure was pursued to guard Merck's
post-merger marketing rights to arthritis drugs including Remicade.
Schering co-markets the drugs with Johnson & Johnson (JNJ), but
their agreement has a change-of-control provision under which full
rights to the drugs would revert to J&J if Schering were taken
over.
-By Thomas Gryta, Dow Jones Newswires; 212-416-2169;
thomas.gryta@dowjones.com
-By Jon Kamp, Dow Jones Newswires; 617-654-6728;
jon.kamp@dowjones.com
(Mike Barris contributed to this report.)