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Sosei acquires Heptares Therapeutics for up to $400M

Wednesday, February 25, 2015

Sosei Group, a Japanese biopharmaceutical company with operations in Japan and the U.K., has acquired Heptares Therapeutics, a clinical-stage, private U.K.-based biotechnology company focused on creating novel medicines targeting G protein-coupled receptors (GPCRs).

The combination will create a global biopharmaceutical group with sustainable and proven drug discovery and clinical development capabilities for generating innovative medicines; a broad and balanced pipeline, including products with blockbuster potential; access to global pharmaceutical markets; regulatory experience across the E.U., U.S. and Japan; and a significant cash balance.

These strengths will enable Sosei to sustain its pipeline and revenue stream on a long-term basis. Heptares will become a wholly owned subsidiary of Sosei, with its existing R&D operations continuing in the U.K.

Dr. Malcolm Weir, CEO of Heptares, said, “This is an excellent next step for Heptares, which maintains our integrity and purpose within a group that has a clear and coherent vision. It is a great example of the translation of ground-breaking U.K. academic science into economic and potential therapeutic value and secures significant investment into our technology platform and clinical pipeline well into the future.”

Sosei has been exploring strategic opportunities that can both build on and go beyond the secured revenue stream in milestones and royalties derived from the two COPD products (Ultibro Breezhaler and Seebri Breezhaler) marketed by its partner Novartis.

The acquisition of Heptares, with its clinical and preclinical pipeline of potentially transformative new medicines targeting serious diseases with major unmet need (e.g., Alzheimer’s disease, ADHD, metabolic disease, schizophrenia, migraine and others), and its unique, differentiated and high potential StaR drug discovery platform, represents a step toward Sosei’s strategic vision of becoming a significant global biopharmaceutical company arising from Japan.

In addition to its pipeline and platform, Heptares has established collaborative partnerships with a number of pharmaceutical companies that provide the company with a prospective stream of revenue through milestones and royalties. Consolidation of these revenues will make a significant contribution to Sosei’s financial position. The combined entity expects continued strong growth driven by revenues from new clinical-stage alliances and platform partnerships.

Sosei will continue to be led by Shinichi Tamura as chairman and CEO. Weir, Heptares co-founder and CEO, will remain CEO of Heptares, which will be managed as an autonomous subsidiary. Weir also will become chief R&D officer and will be responsible for worldwide R&D outside Japan. Declan Doogan and Peter Bains, currently non-executive directors on Sosei’s main board, will join the Heptares board. Fiona Marshall, co-founder of Heptares and chief scientific officer, also will join the Heptares board.

Sosei has acquired 100% of Heptares’ share capital for $180 million in cash consideration and up to $220 million contingent upon the successful progression of the company’s pipeline and platform.

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