Biota cleared to merge with Nabi

Biota Holdings (ASX:BTA) has been cleared to merge with Nabi Biopharmaceuticals after shareholders in both companies approved the deal.

Biota shareholders overwhelmingly approved the merger, with 81.9 million votes for compared to 5.1m against.

Melbourne-born Biota is now set to uproot from the ASX and take up a Nasdaq listing. The merged company will change its name to Biota Pharmaceuticals.

The deal requires the final approval of the Supreme Court of Victoria. If granted, Biota expects to cease trading on the ASX on October 30, and quote on the Nasdaq on November 9.

At Biota's shareholder meeting to approve the deal, Biota chairman James Fox said the merger is all about driving shareholder value by allowing it to focus its resources on the US.

The company last year won a US$231 million ($223.8 million) contract with the US Office of Biomedical Advanced Research and Development Authority (BARDA) to pursue an NDA for laninamivir, an influenza antiviral.

Laninamivir is already available in Japan, where it is marketed by Daiichi Sankyo as Inavir, but Biota expects the USA to be the biggest market for the treatment.

Biota overcame resistance to the merger with Nabi among the latter's shareholders by amending the terms of the merger last month.

The revised terms will see Biota taking a larger share of the JV than expected – around 83%. In exchange, Nabi will contribute a lower cash pool to the venture – US$27 million instead of US$54 million -and will return the excess to shareholders.

The change convinced hold-outs including Mangrove Partners Fund, which had threatened to vote against the deal. Attendants at Biota's shareholder meeting also overwhelmingly approved the retroactive revision of the terms.

Biota (ASX:BTA) shares were trading 1.5% lower at 64c as of 3:30pm on Tuesday.