The British biopharmaceutical firm AstraZeneca has signed a definitive agreement to acquire the US-based Pearl Therapeutics for up to $1.15bn.
The acquisition will provide AstraZeneca access to Pearl’s lead product PT003, which is a promising new treatment for chronic obstructive pulmonary disease (COPD) and currently in later stages of development, apart from inhaler and formulation technology.
As per the deal, AstraZeneca will acquire all shares of Pearl for an initial consideration of $560m, which is payable on completion, apart from a deferred consideration of up to $450m, which is payable on achievement of desired development and regulatory milestones in respect of any triple combination therapies and selected future products that AstraZeneca develops using Pearl’s technology platform.
The terms also include sales-related payments of up to an additional $140m that are payable if pre-agreed cumulative sales thresholds are exceeded that would result in a total potential acquisition cost of up to $1.15bn.
Pascal Soriot, CEO of AstraZeneca, said: “Chronic obstructive pulmonary disease continues to increase worldwide and there is a growing need for the next generation of inhaled combination products. Pearl’s novel formulation technology, together with its development products and specialist expertise are a great complement to AstraZeneca’s long-established capabilities in respiratory disease, one of our core therapy areas.
“Combined with our on-market portfolio, including Symbicort, and our strong pipeline, the agreement will enable us to offer further distinctive treatment options across the full spectrum of COPD and asthma to patients, physicians and payers,” Soriot added.
Kevin Ferro, chairman of the board of Pearl Therapeutics, said: “We have been impressed with AstraZeneca’s expertise, focus and speed of execution and are delighted to be joining the group, a global leader in respiratory disease, as we believe that Pearl will be an excellent fit for its respiratory portfolio.
Ferro added: “We believe AstraZeneca will provide significant value in supporting the further development and registration of our lead product, PT003, and in leveraging our technology platform to realise future products including a triple agent therapy for respiratory disease.”
Pearl Therapeutics, a developer of inhaled small-molecule therapeutics for respiratory diseases, said its product PT003 is a fixed dose combination of formoterol fumarate, long-acting beta-2-agonist (LABA) and glycopyrrolate, a long-acting muscarinic antagonist (LAMA).
The LABA/LAMA combination is expected to become a new class of treatment for COPD.
The transaction, which is subject to regulatory approvals, is expected to close in the third quarter of 2013 and will not have any impact on AstraZeneca’s guidance for 2013.