Otsuka Pharmaceuticals will acquire Astex Pharmaceuticals for approximately $886 million, through a tender offer for all outstanding Astex shares expected to close in the fourth quarter.

The boards of directors of both companies have unanimously approved the transaction, under which Otsuka will acquire all outstanding Astex shares for $8.50 per share in cash, a 48% premium to the average closing stock price for the prior 30-day period.

Astex is dedicated to the discovery and development of novel small molecule therapeutics with a focus on oncology. Astex has built a myelodysplastic syndromes (MDS) franchise with DACOGEN (decitabine) for Injection. DACOGEN also was approved recently in Europe for the treatment of (elderly) acute myeloid leukemia (AML) in patients over 65 years old. Astex also has five partner-funded programs being developed by Novartis, AstraZeneca, Janssen and through a clinical development partnership with Cancer Research (U.K.).

The acquisition of Astex adds to Otsuka's existing discovery capabilities and pipeline of therapeutic products for neuroscience, cardiovascular and oncology indications, and it provides Otsuka with PYRAMID, a world-class drug discovery platform.

Dr. Taro Iwamoto, Otsuka Pharmaceutical's president and representative director, said, "I hope this acquisition will strengthen not only our cancer portfolio but also our drug discovery research in the central nervous system field, through the acquisition of Astex's fragment-based drug design technology at its Cambridge, England research headquarters and its California clinical oncology R&D department.”