UCB to acquire Zogenix
The board of directors of both companies have unanimously approved the transaction, the closing of which remains subject to the tender of shares representing at least a majority of the total number of
The transaction will broaden and build upon UCB's role as a leader in, and our continued commitment to, addressing unmet needs of people living with specific or rare forms of epilepsy, in particular, adding FINTEPLA® to UCB's existing product line. FINTEPLA® has been approved by the
"The proposed acquisition of
"We are delighted to announce UCB's proposed acquisition of
- Builds on UCB's continued epilepsy ambitions: Acquisition provides medicine that complements UCB's existing symptomatic treatments, bringing significant and differentiated value to patients suffering from Dravet syndrome and, if approved, from seizures associated with Lennox-Gastaut syndrome and potentially other rare epilepsies.
- Expands benefits for patients globally: UCB brings an established global footprint, together with deep research and development, commercial, medical, and regulatory expertise in epilepsy, which will be utilized to rapidly advance and optimize the availability of these new treatments and reach additional patients.
- Enhances future epilepsy pipeline and strategic priorities in rare/orphan diseases:
Zogenix'spipeline will add to UCB's short-term and long-term epilepsy pipeline, as well as provide critical learnings in rare/orphan disease health ecosystems.
- Enhances UCB's top-line growth: FINTEPLA® was launched in the
U.S.and Europein 2020 and has significant potential for usage in other seizure types. It is expected that the proposed acquisition, if completed, will contribute to UCB's revenue growth upon closing and will be accretive to UCB's earnings in 2023.
Transaction Terms, Approvals and Time to Closing
Under the terms of the acquisition agreement, UCB, through a wholly-owned subsidiary,
Financing and Guidance
The acquisition of
Lazard and Barclays are acting as financial advisors to UCB in relation to the transaction.
UCB hosts a Capital Markets Call 19th
About Dravet Syndrome
Dravet syndrome is a rare, devastating and life-long form of epilepsy that generally begins in infancy and is marked by frequent, treatment-resistant seizures, significant developmental, motor, and behavioral impairments, and an increased risk of sudden unexpected death in epilepsy (SUDEP). Affecting one in 15,700 live births in the
About FINTEPLA® (fenfluramine) C-IV
FINTEPLA® (fenfluramine) oral solution is a prescription medication used to treat seizures associated with Dravet syndrome in patients two years of age and older 11, 12. FINTEPLA possesses dual activities to inhibit seizures: as a serotonergic agent, acting as a potent 5-HT releaser with agonist activity at 5-HT1D, 2A, and 2C receptors, and as a positive modulator of Sigma1R. FINTEPLA is approved in the
Please see full Prescribing Information, including Boxed Warning, for additional important information on FINTEPLA.
About Lennox-Gastaut Syndrome
Lennox-Gastaut syndrome (LGS) is a rare and devastating lifelong childhood-onset epilepsy that can arise from multiple different causes. LGS is characterized by many different seizure types, including many that result in frequent falls and injuries. The intellectual and behavioral problems associated with LGS, as well as around-the-clock care requirements, add to the complexity of life with this disease10.
Important Information About the Tender Offer
The tender offer described in this press release has not yet commenced. This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell any shares of the common stock of
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ BOTH THE TENDER OFFER MATERIALS CAREFULLY (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 REGARDING THE OFFER, AS THEY MAY BE AMENDED FROM TIME TO TIME, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT INVESTORS AND SECURITY HOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING THEIR SECURITIES.
Investors and security holders may obtain a free copy of the Offer to Purchase, the related Letter of Transmittal, certain other tender offer documents and the Solicitation/Recommendation Statement (when available) and other documents filed with the
Forward-Looking Statement of
This news release of
Risks and uncertainties include but are not limited to, uncertainties as to the timing of the offer and the subsequent merger; uncertainties as to how many of
UCB expressly disclaims any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by law.
Forward-Looking Statement of
Zogenix cautions you that statements included in this press release that are not a description of historical facts are forward-looking statements. Words such as "believes," "anticipates," "plans," "expects," "indicates," "will," "intends," "potential," "suggests," "assuming," "designed," and similar expressions are intended to identify forward-looking statements. These statements include: the ability of
[*Total transaction value fully diluted].
1. FDA News Release. FDA Approves New Therapy for Dravet Syndrome.
2. Meeting highlights from the Committee for Medicinal Products for Human Use (CHMP)
3. Zogenix Press Release. Zogenix Submits New Drug Application for FINTEPLA® (Fenfluramine) in
4. Zogenix Pipeline Presentation.
5. Zogenix Press Release. Zogenix Submits Type II Variation Application to the
6. Zogenix Press Release. Zogenix Announces
7. Dravet C. The Core Dravet Syndrome Phenotype. Epilepsia. 2011 Apr;52 Suppl 2:3-9. 2.
8. Dravet C. Dravet syndrome history. Dev Med Child Neurol. 2011 Apr;53 Suppl 2:1-6.
9. Wu YW, Sullivan J, McDaniel SS, et al. Incidence of Dravet Syndrome in the US Population. Pediatrics. 2015 Nov;136(5):e1310-1315.
11. Fintepla Summary of Product Characteristics.
13. Zogenix Presentation. MT-1621 Virtual Investor Event.
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SOURCE UCB and
For further information - UCB: Investor Relations, Antje Witte, T +32 2 559 94 14 | email@example.com Media/Corporate Communications , Laurent Schots, T +32 2 559 9264 | firstname.lastname@example.org, Nick Francis, T +44 7769 307745 | email@example.com, Erica Puntel (U.S. Media), T +404 938 5359 | firstname.lastname@example.org Zogenix, email@example.com; Investors Brian Ritchie, Managing Director, LifeSci Advisors LLC, T +1 (212) 915-2578 | firstname.lastname@example.org Media, Trish McCall, Porter Novelli , T +1 (805) 390 3279 | email@example.com