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Zentiva Rejects Sanofi-Aventis Takeover

Board of Czech generic drugs maker said the $2.74 billion offer was 'not in the best interests of Zentiva, its shareholders and all its other stakeholders.'

PRAGUE, Czech Republic (AP) -- The board of Czech generic drugs maker Zentiva N.V. said Friday it has recommended that its shareholders reject a takeover offer from French pharmaceuticals maker Sanofi-Aventis SA.

On July 11, Sanofi-Aventis, which already owns 24.9 percent of Zentiva, made a cash offer of 1,050 Czech koruna ($71.91) a share for the rest. That would value the Czech company at 40 billion koruna ($2.74 billion).

Zentiva's board said in a statement Friday that the offer was "not in the best interests of Zentiva, its shareholders and all its other stakeholders."

"The Sanofi offer fails to reflect the underlying value of Zentiva and its future prospects," the statement said.

Shares of Zentiva rose slightly to 1,123 koruna ($76.92) in Prague trading shortly after noon.

Sanofi-Aventis said it had "taken note" of Zentiva's statement.

"Regarding our offer, we consider that it's in the best interest of shareholders and that the price proposed reflects the fair value of the company," said Sanofi-Aventis spokesman Jean-Marc Podevin.

The Sanofi-Aventis offer for Zentiva opened July 11 and runs until Sept. 19.

In Paris, Sanofi shares were trading up 1.77 percent at 45.39 euros ($71.94) in early afternoon trading Friday.

The French company, which like many drug makers has been looking to broaden its portfolio amid aging patents, cited a "strong strategic rationale" for the Zentiva deal and said the two companies have overlapping markets.

Two years ago, Sanofi-Aventis bought its stake in Zentiva -- its first acquisition since the French company was formed out of the August 2004 takeover of Aventis by rival Sanofi-Synthelabo.

Zentiva makes and sells generic drugs in Central and Eastern Europe, including products for pain, cardiovascular diseases and disorders of the central nervous system. In March, it agreed to buy a majority stake in the generic drug business of Turkey's Eczacibasi for 460 million euros ($729 million).

Zentiva recently rejected a 950 koruna per share takeover bid by Czech financial group PFF N.V. announced two month ago.

Sanofi-Aventis said its bid came at a 14.6 percent premium to Zentiva's closing price of 916 koruna on April 30 -- the last day before PPF announced its cash offer.

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