Watson Pharmaceuticals, a global, integrated specialty generics pharmaceutical company, has completed the acquisition of Belgium-based Uteron Pharma, a development-based company dedicated to female healthcare, for $150 million in cash up front, and up to $155 million in potential future milestone payments.
The acquisition of Uteron expands Watson's Global Brands pipeline of women's health products including two potential near term global commercial opportunities in contraception and infertility, and one novel oral contraceptive, projected to launch globally in 2018. Several additional products in earlier stages of development are also included in the acquisition. The company said the transaction is expected to be minimally dilutive to non-GAAP earnings in 2013 and 2014, and accretive in 2015.
"This is a strategic acquisition of a solid pipeline, sound development expertise and sufficient manufacturing capacity to generate value for shareholders within the next two years, and provide the potential of multiple global product introductions through the latter half of the decade," said Fred Wilkinson, president of Watson Global Brands and Biosimilars. "We have structured the financials of the acquisition to reflect the immediate value of the late stage pipeline, with approximately $45 million in near-term milestones and appropriately balancing the development risks and investments required to commercialize these assets, when compared to the longer-term opportunities.”
Wilinson continued, "The acquisition capitalizes on the growing potential of the expanded global commercial footprint for our women's health brand franchise following the Actavis acquisition. As a result of the Uteron acquisition, Watson welcomes the opportunity to access resources within the Walloon Region of Belgium, and acquires a valuable source of research and innovation. We also look forward to expanding our R&D team with the inclusion of the research and clinical professionals in Liege, Belgium, as well as continuing their ongoing collaborations with the University of Liege.”
Uteron's executive team including co-CEO and co-founder Stijn Van Rompay and CSO and co-founder professor Jean-Michel Foidart, will continue to manage Uteron, which will become a key part of R&D activities of an enlarged and growing women's health business for Watson.
Some near-term product opportunities include Levosert, an intrauterine device (IUD), designed to initially deliver 20mcg of levonorgestrel per day for the indications of long term contraception and treatment of heavy bleeding. The product is currently pending approval in several E.U. countries, for first indication, with potential launch in 2013, and is in late phase III development for the U.S. market, with potential launch in 2014.
A second near-term product opportunity, Diafert, is a non-invasive immunoassay kit for the assessment of oocyte (egg) quality during in-vitro fertilization (IVF). Diafert measures the presence of granulocyte colony stimulating factor (G-CSF) in the individual follicular fluids of corresponding eggs to determine egg quality. When combined with traditional embryo morphology assessment by an embryologist in the IVF clinic, Diafert has the potential to increase implantation success rates, resulting in fewer treatment cycles of IVF required. Diafert is expected to obtain CE mark in the E.U. in the second half of 2013 and launch thereafter. Diafert is expected to be filed and, if approved, launched in the U.S. in 2014.