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Ipsen Closes Acquisition of Oncology Assets from Merrimack Pharmaceuticals.


4 April 2017 - French drugmaker Ipsen (Euronext: IPN) (OTC: IPSEY) has closed the acquisition of global oncology assets from US-based Merrimack Pharmaceuticals (NASDAQ: MACK), the company said.

This deal includes Merrimack's key marketed product Onivyde (irinotecan liposome injection) for the treatment of patients with metastatic adenocarcinoma of the pancreas after disease progression following gemcitabine-based therapy, in combination with fluorouracil and leucovorin.

Under the terms of the agreement, Ipsen will gain exclusive commercialisation rights for the current and potential future Onivyde indications in the US, as well as the current licensing agreements with Irish drugmaker Shire for commercialisation rights ex-US and PharmaEngine for Taiwan.

The transaction also includes Merrimack's commercial and manufacturing infrastructure, and generic doxorubicin HCl liposome injection.

Ipsen will pay USD 575m cash at closing plus up to USD 450m upon the approval of potential additional indications for Onivyde in the US.

The transaction will be fully financed by Ipsen's existing cash and lines of credit. The deal should be dilutive in 2017 and accretive from 2018 onwards both in operating margin and EPS.

This transaction, which is subject to customary closing conditions, including governmental regulatory clearances, and a vote by Merrimack shareholders, is expected to close by the end of 1Q17.

Ipsen said the transaction represents a unique opportunity and a strong strategic fit for the company. Onivyde is a clinically differentiated and FDA-approved product for patients with high unmet medical needs.

The transaction secures a marketed, wholly-owned asset with current US revenues and significant revenue growth projections, based on solid clinical data and potential approvals in additional indications already in clinical development.

Furthermore, there are significant commercial synergies to be realized by integrating the Onivyde franchise with the existing Ipsen US oncology commercial infrastructure, which has strong expertise and a proven track record with Somatuline.

As a result, this transaction strengthens Ipsen's Oncology franchise and accelerates both its near- and long-term growth trajectory and profitability.

Ipsen will be responsible for advancing the ongoing Onivyde clinical development program, which includes a Phase 2 trial in first-line previously untreated metastatic pancreatic cancer, a Phase 2/3 trial in relapsed small-cell lung cancer, and a Phase 1 pilot trial in breast cancer.

Ipsen was advised on this transaction by MTS Health Partners, LP and Dechert LLP.

Country: USA

Sector: Pharmaceuticals

Target: Merrimack oncology assets, including Onivyde

Buyer: Ipsen

Vendor: Merrimack Pharmaceuticals

Deal size in USD: 575m

Type: Corporate Acquisition

Financing: Cash

Status: Closed

Buyer advisor: MTS Health Partners , Dechert ,


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Publication:M & A Navigator
Date:Apr 4, 2017
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