Elanco Signs Agreement with Vetoquinol to Divest Rights for Drontal® and Profender® Within the European Economic Area and the United Kingdom

Progress continues toward Bayer Animal Health acquisition antitrust clearance

GREENFIELD, Ind.--(BUSINESS WIRE)--Elanco Animal Health Incorporated (NYSE: ELAN) announced today it has signed an agreement to divest the European Economic Area and UK rights to the Drontal^® and Profender^® product families from Bayer AG’s (ETR: BAYN) animal health business, to Vetoquinol SA (EURONEXT: VETO), a French pharmaceutical company, for $140 million in an all-cash deal subject to customary post-closing adjustments. Drontal and Profender are both de-wormers for dogs and cats.

Divesting the rights to Drontal and Profender in the European Economic Area and the United Kingdom further advances Elanco’s efforts to gain European Commission clearance for the previously announced acquisition of Bayer AG’s global animal health business. The closing of the transaction with Vetoquinol is contingent on Elanco closing its transaction with Bayer, as well as other customary closing conditions.

“We’re pleased with the continued progress on a number of fronts to move the acquisition of Bayer AG’s animal health business toward completion,” said Jeff Simmons, president and CEO of Elanco. “Vetoquinol’s dedication to pet health and care make the company a natural choice to take Drontal and Profender into the future, maintaining European pet owners’ access to these important pet care products.”

Matthieu Frechin, CEO of Vetoquinol, said, "We are very pleased to acquire the Profender^® and Drontal^® product lines that are highly valued by veterinarians and pet owners. The acquisition of these two strong brands is at the heart of our strategy. On the one hand, they will significantly increase the size of our business and our visibility in the parasiticide segment, one of our strategic therapeutic areas. On the other hand, they will strengthen our portfolio of Essentials, the engine of our growth."

Bayer’s Drontal and Profender join Elanco’s previously announced Osurnia^® and Capstar^® on the list of divestitures. This brings total divestitures announced to date near the $120 million to $140 million in revenue Elanco originally stated it would need to divest across both organizations to achieve any required clearances globally. Elanco is in advanced discussions with required regulatory authorities, which are progressing as expected. Elanco has already received antitrust clearance for the transaction in China, Turkey and Ukraine. Any proposed remedy and final clearance for the Elanco/Bayer transaction remain subject to review and approval from regulatory authorities.

Advisors

Stifel acted as transaction advisor to Elanco. Covington & Burling LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal counsel to Elanco. McDermott Will & Emery LLP acted as legal counsel to Vetoquinol.

About Elanco

Elanco (NYSE: ELAN) is a global animal health company that develops products and knowledge services to prevent and treat disease in food 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 approximately 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 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.