Mayne Pharma seeks panel intervention in takeover dispute

Mayne Pharma Group Limited has applied to the Takeovers Panel regarding its proposed acquisition by Cosette Pharmaceuticals, Inc. The dispute centers on Cosette's alleged attempts to cause a Foreign Acquisitions and Takeovers Act (FIRB) approval condition to fail, despite a NSW Supreme Court ruling confirming the scheme implementation deed (SID) remains valid. The SID, valued at AUD 7.40 cash per share, is subject to FIRB approval and an "End Date" of 20 November 2025.

The Panel application follows Cosette’s serving of multiple termination notices, which the Court deemed invalid. A key issue arose from a letter to Mayne from the treasurer indicating a preliminary view that the acquisition "would be contrary to the national interest" due to concerns about the Salisbury manufacturing site, which Cosette had re-evaluated with intentions to dispose of or close. Mayne claims Cosette is "leveraging knowledge of the likely discomfort FIRB has with the notion of job losses and loss of manufacturing capability in Australia" to avoid completing the transaction.

Mayne seeks interim and final orders, including Cosette's agreement to meet with FIRB, extend statutory deadlines, and accept conditions related to the Salisbury Site consistent with its prior disclosures. The company also requests an extension of the SID End Date to 19 December 2025 or a date necessary for an orderly market and transaction completion.