Mayne Pharma Scheme Deadline Pushed to 24 November by Takeovers Panel

The Takeovers Panel has intervened in the Mayne Pharma and Cosette Pharmaceuticals scheme, issuing interim orders that extend the deal deadline and restrict termination rights to maintain the status quo.

  • Interim orders extend scheme End Date to 24 November 2025
  • Cosette Pharmaceuticals restrained from terminating the deal without Panel consent
  • Orders maintain status quo pending Panel’s full determination
  • Mayne Pharma initiated proceedings concerning its own affairs
  • Panel’s decision signals regulatory scrutiny over scheme implementation
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Regulatory Intervention in Mayne Pharma-Cosette Deal

The Takeovers Panel has stepped in to oversee the unfolding situation between Mayne Pharma Group Limited and Cosette Pharmaceuticals, Inc., issuing interim orders that extend the deadline for their scheme of arrangement to 24 November 2025. This move comes after Mayne Pharma applied to the Panel on 6 November 2025, raising concerns about the progress and terms of the transaction.

Maintaining the Status Quo Amid Uncertainty

The interim orders specifically amend the definition of the scheme's End Date, preventing Cosette from unilaterally terminating the Scheme Implementation Deed under certain clauses without the Panel’s prior consent. This restraint is designed to preserve the current state of affairs while the Panel conducts a thorough review, ensuring that neither party can take precipitous action that might jeopardize the deal or shareholder interests.

Implications for Shareholders and the Deal Timeline

For shareholders and market observers, the Panel’s intervention signals heightened regulatory scrutiny and potential complications in the scheme’s execution. The extension provides additional time for negotiations or resolution of outstanding issues but also introduces uncertainty about the final outcome. The interim orders will remain in effect for up to two months or until the Panel issues further directions, underscoring the provisional nature of this development.

Context and Next Steps

The scheme of arrangement, initially agreed upon in February 2025, envisages the transfer of all Mayne Pharma shares to Cosette’s Australian subsidiary, with shareholders receiving agreed consideration. The Panel’s involvement suggests that complexities have arisen, possibly related to timing or contractual conditions. Investors will be watching closely for the Panel’s final determination, which will clarify whether the scheme can proceed as planned or if adjustments are necessary.

Bottom Line?

The Takeovers Panel’s orders buy time but leave key questions about the Mayne-Cosette deal’s fate unresolved.

Questions in the middle?

  • What specific issues prompted Mayne Pharma to seek Panel intervention?
  • Could the Panel’s final ruling alter the terms or viability of the scheme?
  • How might this regulatory delay impact shareholder value and market confidence?