Strategic Acquisition Creates Expanded Biodefense Pipeline
ANNAPOLIS, Md., April 2, 2008 /PRNewswire-FirstCall/ -- PharmAthene,
Inc., (Amex: PIP) a biodefense company specializing in the development and
commercialization of medical countermeasures against biological and
chemical threats, announced today that it has completed its acquisition of
Avecia's biodefense vaccines business previously announced on March 20,
2008.
David P. Wright, President and Chief Executive Officer, commented,
"PharmAthene's mission is to become a leading provider of biodefense
medical countermeasures that are needed by the U.S. government and its
allies. We have advanced this mission by pursuing an acquisitive growth
strategy focused on high priority, next generation biodefense products for
which the government has expressed a clear need and an intent to procure.
The acquisition of Avecia's biodefense vaccines addresses both of these
aspects and adds important near-term value creation milestones to our
calendar. With the addition of Avecia's vaccines, PharmAthene now has
established an extensive biodefense portfolio targeting U.S. government
requirements."
PharmAthene's biodefense portfolio now includes:
-- A recombinant Protective Antigen (rPA) anthrax vaccine
-- A recombinant dual antigen Plague vaccine manufactured in E coli
-- A third generation rPA anthrax vaccine program
-- Valortim(TM), a fully human monoclonal antibody being co-developed with
Medarex for the prevention and treatment of anthrax infection
-- Protexia(R) a novel bioscavenger to prevent and treat organophosphate
nerve agent poisoning
Under the agreement, PharmAthene has acquired all of the assets related
exclusively to Avecia's vaccines business, including the intellectual
property rights associated with its rPA anthrax vaccine and plague vaccine
as well as certain government contracts related to such products having an
estimated value of approximately $60 million. Approximately 50 employees
from Avecia's vaccines operations have transferred to PharmAthene in
connection with the transaction.
In consideration for these assets, PharmAthene has paid Avecia a cash
payment of $10 million, which is subject to a post-closing working capital
adjustment, and will pay an additional $7 million within eighteen months
from the closing date. In addition, Avecia will be eligible to receive
milestone payments totaling up to $23 million in the aggregate, contingent
upon the achievement of certain milestones related to the award of
contracts for development and procurement of Avecia's vaccine products by
the U.S. government, and potentially royalties if certain sales levels are
achieved.
In connection with the acquisition, the parties have also entered into
various agreements for the transitional and longer-term supply of
facilities, support and services by Avecia to PharmAthene. Among these
agreements are a Master Services Agreement pursuant to which Avecia has
agreed to provide process development, analytical development, production,
disposition, and stability testing of vaccines for PharmAthene. Under a
Supply Agreement, Avecia has agreed to manufacture and supply to
PharmAthene its requirements for the rPA anthrax and plague vaccines.
On March 28, 2008, Avecia received a letter from the Defence Science
and Technology Laboratory, a branch of the UK Ministry of Defence, advising
Avecia of the recent resource allocation decision of the US Department of
Defense (DoD) that the DoD had decided not to fund Avecia's plague vaccine
candidate beyond the current contractual commitments. Based on this
development, the parties agreed to amend the sale and purchase agreement,
as set forth above, to accommodate the change in circumstances.
BroadOak Partners, LLC and Piper Jaffray Ltd. acted as financial
advisors to PharmAthene and Avecia, respectively, in connection with the
transaction.
rPA Anthrax Vaccine
Avecia's rPA vaccine, which has completed Phase II clinical testing, is
a second generation rPA anthrax vaccine for use against human anthrax
infection.
In February 2008, the Department of Health and Human Services (DHHS)
issued a formal solicitation (Request for Proposals) for an Anthrax
Recombinant Protective Antigen (rPA) Vaccine for the Strategic National
Stockpile (SNS). The solicitation outlines a requirement to procure 25
million doses of an rPA anthrax vaccine.
"There is currently an unmet need for a second generation anthrax
vaccine that offers the potential for improved safety and convenience,"
said Mr. Wright. "We believe Avecia's vaccine is well positioned to meet
this requirement, as it is a highly purified recombinant form of a single
protein -- protective antigen (PA), which is produced using standard
biotechnology processes. In preclinical and clinical studies the vaccine
was shown to produce a vaccine-induced antibody response and was safe and
well tolerated. If these results are confirmed in future studies, we
believe this vaccine could prove to be a superior choice for procurement in
the Strategic National Stockpile for civilian defense against anthrax
threats."
About PharmAthene, Inc.
PharmAthene (Amex: PIP) was formed to meet the critical needs of the
United States and its allies by developing and commercializing medical
countermeasures against biological and chemical weapons. PharmAthene's lead
programs include Valortim(TM) for the prevention and treatment of anthrax
infection and Protexia(R) for the prevention and treatment of morbidity and
mortality associated with exposure to chemical nerve agents. For more
information about PharmAthene, please visit http://www.PharmAthene.com.
Forward Looking Statement
Except for the historical information presented herein, matters
discussed may constitute forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from any future results, performance or achievements expressed
or implied by such statements. Statements that are not historical facts,
including statements preceded by, followed by, or that include the words
"potential"; "believe"; "anticipate"; "intend"; "plan"; "expect";
"estimate"; "could"; "may"; "should"; "could"; or similar statements are
forward-looking statements. PharmAthene disclaims, however, any intent or
obligation to update these forward-looking statements. Risks and
uncertainties include the likelihood that the U.S. government will choose
to procure any products from the Company, the successful development of any
of PharmAthene's potential products, the advancement of PharmAthene's
strategy, its ability to expand its business to meet US government
requirements, or its ability to enhance the timelines or opportunity for
success of its programs, the ability of the rPA based anthrax vaccine to
meet any stated government requirements or be a viable choice for the
Strategic National Stockpile as well as risks detailed from time to time in
PharmAthene's public disclosure filings with the U.S. Securities and
Exchange Commission (the "SEC"). There can be no assurance that
PharmAthene's development efforts will succeed or that developed products
will receive required regulatory clearance, or that, even if such
regulatory clearance were received, such products would ultimately achieve
commercial success or be procured by the government. Copies of
PharmAthene's public disclosure filings are available from its investor
relations department.
SOURCE PharmAthene, Inc.
 back to top
Related links:
http://www.pharmathene.com
CONTACT:
Stacey Jurchison of PharmAthene, Inc.,
+1-410-571-8925, jurchisons@pharmathene.com
|
