Circassia Pharmaceuticals plc Acquires Aerocrine AB and Prosonix Limited
Circassia Pharmaceuticals Plc (Circassia or the Company), a specialty biopharmaceutical company, is pleased to announce that it intends to make an all cash offer to acquire Aerocrine, a Swedish listed company focused on the development and commercialisation of medical diagnostic products for use in the diagnosis and management of patients with asthma, for a total consideration of up to SEK 1.78 billion (approximately £139 million).
Circassia is also pleased to announce its intention to acquire Prosonix, a privately-held specialty pharmaceutical company focused on the development of product candidates for the treatment of asthma and / or chronic obstructive pulmonary disease (COPD), for an aggregate cash consideration of up to £100 million.
Circassia has separately announced today that it proposes to raise £275 million, through a Placing and Open Offer.
Steve Harris, CEO of Circassia said:
"These proposed acquisitions and associated fundraising significantly accelerate Circassia's strategy to become a self-sustaining specialty biopharmaceutical company focused on allergy and asthma. The combined organisation will give us both the capability and resources to commercialise our enlarged late-stage pipeline of potential new allergy and asthma products, once approved, and thereby generate significant shareholder value.
"We believe Aerocrine's established commercial infrastructure, which is already targeting our core potential customers in key markets, will optimise the launch of Cat-SPIRE, which is the first of our next generation allergy immunotherapies, and which remains on track to report pivotal phase III results in H1 2016. Additionally, Prosonix's innovative technology gives us a portfolio of near-term products targeting asthma and other respiratory diseases, which complement our current pipeline and should enable us to further leverage Aerocrine's commercial infrastructure."
Rolf Classon, Chairman of the Board of Directors of Aerocrine commented:
"In Circassia, we have found the ideal partner to continue the future development of Aerocrine. The combined group benefits from a strong commercial platform and exciting pipeline to ensure long term benefits for allergy and asthma patients worldwide"
David Hipkiss, CEO of Prosonix added:
"Circassia is a perfect home for Prosonix, and the enlarged group will have a strong portfolio of near-term allergy and asthma products, along with the resources and infrastructure to bring them to market. With our lead product currently under regulatory review and other filings planned, we look forward to making our treatments available to patients in the near future."
The Acquisitions have a compelling strategic rationale and accelerate the Company's ambition to build a self-sustaining specialty biopharmaceutical business with the potential for significant growth:
- Adding Aerocrine's established sales force and commercial infrastructure, which is already targeting the allergy/asthma specialists, and which gives us the opportunity to accelerate and optimise the launch of Circassia's Cat-SPIRE allergy immunotherapy product candidate, once approved.
- Expanding Aerocrine's sales force to target robust sales growth of Aerocrine's market leading device used in asthma diagnosis and management, and, to prepare for the launch of Circassia's lead product and broader portfolio.
- Complementing Circassia's commercial offering by adding Prosonix's near-term asthma products to the Company's portfolio of novel allergy immunotherapies.
- Creating a strong broad based specialty biopharmaceutical company with two currently marketed products sold to allergy / asthma specialists and 12 products in development for allergy, asthma and COPD, with the potential for 8 product launches by the end of 2021.
- Strengthening the commercialisation of its products in key markets by leveraging Aerocrine's experience and capabilities in achieving reimbursement and inclusion in treatment guidelines, and expanding its portfolio of complementary late-stage product candidates through the acquisition of Prosonix.
The Placing and Open Offer is being fully underwritten by J.P. Morgan Cazenove and Peel Hunt. A General Meeting is to be held at Northbrook House, Robert Robinson Avenue, Oxford Science Park, Oxford, Oxfordshire, OX4 4GA, United Kingdom at 10.00 a.m. on 10 June 2015 for the purpose of seeking approval for the Aerocrine Acquisition and the proposed Placing and Open Offer. Invesco Asset Management, as agent for and behalf of its discretionary managed clients, Imperial Innovations, Woodford Investment Management and Lochside (International) Ltd, who account for c.57 per cent of Circassia's issued share capital, have indicated their support for the Placing and the Acquisitions and their current intention is to vote in favour of the Resolutions at the General Meeting. Funds managed by Invesco Asset Management Limited and Woodford Investment Management have indicated their intention to participate in the equity raise.