|
Basle-based pharmaceutical giant Roche Holdings has announced plans to acquire two biotechnology companies, Canada's Arius Research Inc and privately held US-based Mirus Bio Corporation, the latest in a series of acquisitions of North American biotechnology companies. Earlier this week on Monday, 21 July, it had it announced a $89-per share offer to acquire the world's second larget bitechnology firm US-based Genentech Inc, in a deal valued at $43.7 billion (See: Roche makes a $43.7-billion bid for Genentech) It announced on Wednesday, July 23, that it is acquiring Arius Research Inc. of Canada for C$191 million ($190.4 million) or C$2.44 a share for Arius, a 14.5 per cent premium over its closing price of C$2.13 on Tuesday, 22 July, and a 44 per cent premium to the 20-day volume-weighted average closing price ending 15 May 2008, the last trading day prior to Arius's announcement that third parties had shown interest in the company and its technologies. Roche will also acquire all of the issued and outstanding warrants of Arius. Roche will pay C$1.44 for each Class F Warrant and C$1.78 for each Class G Warrants. Shareholders and warrant holders representing 54.3 per cent of the outstanding shares and 72.3 per cent of outstanding warrants have already agreed to support the transaction. The acquisition would allow Roche to gain access to Arius's new screening platform for antibody therapeutics, FunctionFIRST, which rapidly identifies and selects antibodies based on their ability to affect disease before progressing into clinical development. Roche said the FunctionFIRST platform will allow Roche to further strengthen its developmental portfolio, initially within the areas of oncology and inflammatory diseases where this new technique offers potentially broad therapeutic applications. Arius is involved in discovering and developing the next wave of antibody therapeutics to treat cancer and other diseases. At the core of the company is its unique, proprietary FunctionFIRST technology platform that generates and selects therapeutic antibodies based on their activity. This antibody generation engine has enabled ARIUS to develop a pipeline of more than 400 antibody drug candidates. The company was founded in 1999 by current president and chief executive, David S. Young. ''Arius's promising platform and early pipeline of new antibody candidates represent an excellent fit with our own progressing research in the fields of cancer and immunology,'' said Lee E Babiss, head of global research at Roche. ''The FunctionFIRST approach provides us with a large library of antibodies from which we can identify the best new drug candidates for the development of clinically differentiated medicines.'' Commenting on the transaction, David S. Young, president and chief executive officer, ARIUS, said, ''Since founding ARIUS in 1999, we have focused on developing a truly powerful platform for the development of new antibodies for innovative cancer and immunological targets so that we can contribute to revolutionising the prognosis for such diseases. Roche's capabilities in biopharmaceutical research, development, manufacturing and commercialisation offer us the ideal opportunity to realise the full potential of our approach and pipeline of candidate drugs.'' The Mirus deal A day prior to the Arius acquisition it entered in to a definitive agreement to acquire privately-held US company Mirus, based in Madison, Wisconsin, that is colabarating with Transgene S A of Strasbourg of France, to develop novel human therapeutics enabled by its proprietary Pathway IV hydrodynamic delivery platform with muscular dystrophy as its lead programme. Mirus focuses on the discovery and development of innovative nucleic acid based technologies, including a proprietary RNAi (ribonucleic acid interference) delivery platform. Its Dynamic PolyConjugates, a trademark protected patented technology is being refined as an enabling platform for siRNA therapeutics. In gene therapy, the company is developing novel human therapeutics enabled by its proprietary Pathway IV hydrodynamic delivery platform. The lead programme is a treatment for muscular dystrophy, which is being developed collaboratively with Transgene S.A. of Strasbourg, France. Finally, the company currently markets state-of-the-art DNA and siRNA transfection and labelling products to researchers worldwide. RNAi – a natural mechanism that the body uses to 'silence' certain genes – represents a potential whole new class of therapeutics for difficult to treat diseases. The major challenge of this promising technology has so far been the transport of RNAi molecules into the target cell. Mirus' delivery platform provides an innovative way of effectively getting RNAi therapeutics to specific disease targets. Roche itself is keen to find novel solutions for patients who suffer from difficult to treat diseases. RNAi therapeutics provides the capabilities to target complex diseases such as cancer, respiratory or metabolic disorders. In 2007, Roche had announced a major alliance with the US-based company Alnylam Pharmaceuticals, Inc, which included the acquisition of Alnylam's European research site located in Kulmbach, Germany, now Roche's established Centre of Excellence for RNAi therapeutic research. ''The pioneering work in RNAi delivery by the scientists at Mirus, together with our centre of excellence for RNAi research in Kulmbach, puts Roche at the forefront of bringing this whole new class of treatment to patients who suffer from difficult to treat diseases,'' said Babiss, Global Head of Roche Pharma Research. ''Our global research team has made great strides in advancing RNAi therapeutics, and with our new colleagues in Madison we will now bolster those efforts. The technology brought by Mirus, together with additional technologies, will bring us closer to creating fully enabled RNAi therapeutics.'' ''The expertise, resources and commitment that Roche brings to the RNAi field make Roche an ideal partner for Mirus,'' said Russell R. Smestad, President of Mirus. ''Together we will be able to greatly accelerate the progress we would have accomplished independently.'' Under the terms of the agreement, Roche will fully acquire Mirus for USD 125 million and will maintain an RNAi research site in Madison. Mirus' transfection reagents business will be divested into a standalone business to be known as Mirus Bio LLC, without any anticipated effect on existing customers. Employees will be offered a transition into their respective business unit. Closing of the transaction is subject to standard conditions. Completion is expected during the second half of 2008.
|