Date: 2016-07-20
Type of information: Establishment of a new subsidiary in the US
Compound:
Company: Emergent BioSolutions (USA - MD) Aptevo Therapeutics (USA - MD)
Therapeutic area: Cancer - Oncology
Type agreement: establishment of a new subsidiary in the US
Action mechanism:
Disease:
Details: * On July 20, 2016, in connection with the spin-off of Aptevo Therapeutics through a dividend distribution by Emergent BioSolutions of one share of Aptevo common stock for every two shares of Emergent common stock outstanding as of the close of business on July 22, 2016, Emergent announced that Aptevo common stock will commence trading today, July 20, 2016, on a “when issued” basis under the symbol “APVOV” on the Nasdaq Global Select Market. Emergent expects that the dividend distribution will be paid on August 1, 2016 and that Aptevo common stock will begin “regular way” trading under the symbol APVO on the Nasdaq Global Select Market on August 1, 2016. * On July 11, 2016, Emergent BioSolutions announced that, on July 10, 2016, its Board of Directors approved the spin-off of Aptevo Therapeutics and declared a dividend distribution of one share of Aptevo common stock for every two shares of Emergent common stock outstanding as of the close of business on July 22, 2016, the record date for the distribution. Emergent expects to complete the distribution of Aptevo common stock to Emergent stockholders on August 1, 2016. On August 1, 2016, Aptevo common stock is expected to begin “regular way” trading on NASDAQ under the symbol “APVO.” Emergent will continue to trade on the New York Stock Exchange under the ticker symbol “EBS.” Beginning on or around the record date and continuing up to the distribution date, it is anticipated that there will be two ways to trade Emergent common stock – either with or without the right to receive shares of Aptevo common stock in the spin-off distribution. * On April 15, 2016, Emergent BioSolutions announced the initial filing of a Form 10 Registration Statement with the U.S. Securities and Exchange Commission in connection with the company's previously announced plan to spin-off certain assets of its biosciences business to create a separate, publicly-traded company, Aptevo Therapeutics. The transaction is intended to qualify as a tax-free spin-off to the company's stockholders and is targeted to be completed in mid-2016. “This spin-off will allow each entity to establish itself as a pure play company; Emergent in the public health threats and emerging infectious diseases fields and Aptevo in the immuno-oncology field” said Daniel J. Abdun-Nabi, president and chief executive officer of Emergent BioSolutions. * On January 21, 2016, Emergent BioSolutions announced the anticipated executive management team of Aptevo Therapeutics, Emergent’s planned Biosciences business spin-off company. Members of the Aptevo executive management team will be appointed to their positions effective upon completion of the tax-free spin-off of Aptevo, expected to occur in mid-2016. As previously announced, Marvin L. White will serve as Aptevo’s Chief Executive Officer upon the expected completion of the spin-off. He will be joined on the executive management team by the following individuals: Jeff Lamothe, SVP and Chief Financial Officer; Scott C. Stromatt, Chief Medical Officer & SVP, Clinical Development & Medical Affairs; Jane Gross, VP, Research and Non-Clinical Development; Mike Adelman, VP, Commercial Operations; Shawnte Mitchell, VP and General Counsel. * On January 10, 2016, Emergent BioSolutions announced that it has received a favorable private letter ruling from the Internal Revenue Service related to the planned spin-off of its biosciences business. * On December 22, 2015, Emergent BioSolutions announced the anticipated composition of the board of directors of Aptevo Therapeutics, which is the name of Emergent’s biosciences business proposed to be spun off into a separate, stand-alone, publicly-traded company. The directors would be appointed to their respective positions immediately prior to the planned tax-free spin-off, which is anticipated to be completed in mid-2016.
Jeff Lamothe, SVP and Chief Financial Officer, will lead Finance, Business Development, Investor Relations, and IT. He currently serves as Emergent’s VP Finance, Biosciences Division. Mr. Lamothe assumed this role in 2014 when Emergent concluded the acquisition of Cangene Corporation, where he was Chief Financial Officer. Mr. Lamothe's business experience is built on a 25+ year career, spanning several industries and both CFO and CEO roles.
Scott C. Stromatt, M.D., Chief Medical Officer and SVP, Clinical Development & Medical Affairs, will continue as the Chief Medical Officer at Aptevo, a position he has held for the last seven years at Emergent. He will lead Clinical Research, Medical Affairs, Pharmacovigilance, and Regulatory Affairs, and will continue the clinical development programs for the ADAPTIR molecules that he has designed and directed. Dr. Stromatt has nearly three decades of experience at biotechnology and pharmaceutical companies, including being a biotechnology analyst for Wall Street investment firm C.E. Unterberg. Dr. Stromatt has conducted over 55 clinical trials in a wide variety of indications, including oncology, rheumatology, pulmonology, gastroenterology, and neurology.
Jane Gross, Ph.D., VP, Research & Non-Clinical Development will continue to lead research and non-clinical development, a position she has held for the last five years at Emergent. She will lead research efforts in molecular biology and protein engineering, immunology, protein and cell sciences, and translational research for clinical development. Dr. Gross has a Ph.D. in Immunology and over twenty-five years of experience in the discovery and development of novel protein therapeutics in autoimmune, infectious disease and oncology indications and is an inventor on over 100 patents. Prior to joining Emergent, Dr. Gross served as VP of Immunology Research at ZymoGenetics Inc., where she led efforts in discovery and development of therapeutics from novel genes for treatment of AIID and cancer.
Mike Adelman, VP, Commercial Operations, will continue to lead all commercial functions at Aptevo as VP, Commercial Operations, a position that he has held since 2012 at Cangene Corporation, which was acquired by Emergent in 2014. Mr. Adelman brings over 20 years of industry-specific commercial leadership experience in areas including sales, marketing, contracting, pricing, commercial analytics, and alliance management. Prior to joining Cangene, Mr. Adelman was VP of Marketing and Sales at Adolor Corporation and Sr. Director, Marketing Strategy at AstraZeneca.
Shawnte Mitchell, VP and General Counsel, will lead Governance, SEC, Intellectual Property, Contracts, and Compliance. She is currently VP, Associate General Counsel and Assistant Secretary of Emergent, where she provides strategic legal advice in a variety of areas, including corporate governance, healthcare regulatory, and product development, and has served as lead negotiator on various transactions. Prior to Emergent, Ms. Mitchell was an Associate at Ropes & Gray LLP, where she advised health care, life sciences, and technology clients in mergers and acquisitions, venture capital investment, and debt transactions.
The Aptevo Therapeutics Board of Directors is intended to be comprised of seven directors, four of whom are expected to qualify as independent directors upon the spin-off:Fuad El-Hibri; Marvin L. White; Daniel J. Abdun-Nabi; Grady Grant, III; Zsolt Harsanyi, Ph.D.; Barbara Lopez Kunz; John E. Niederhuber, M.D.
Mr. El-Hibri is the founder and Executive Chairman of the Board of Directors of Emergent BioSolutions. He served as Emergent’s Chief Executive Officer since itsinception in 1998 until 2012. For over two decades, Mr. El-Hibri served as Chairman of East West Resources Corporation, a venture capital and business consulting firm. He is the Chairman of the El-Hibri Foundation. He also serves on the boards of the U.S. Chamber of Commerce and the International Biomedical ResearchAlliance as well as on the advisory board of the Yale Healthcare Conference.
Mr. White will lead Aptevo Therapeutics as Chief Executive Officer. Mr. White is currently a member of Emergent BioSolutions’ Board of Directors. He is the former Chief Financial Officer of St. Vincent’s Health, a $2.8 billion multi-hospital health system. Mr. White previously served as Executive Director and CFO of Lilly USA, asubsidiary of Eli Lilly and Company, and held other positions in corporate finance at Eli Lilly and Company. He serves on the boards of CoLucid Pharmaceuticals, Inc., WP Glimcher, and OneAmerica Financial Partners Inc.
Mr. Abdun-Nabi is the President and Chief Executive Officer of Emergent BioSolutions, a position he has held since 2012 after serving in progressive executive leadership positions since joining the company in 2004. Mr. Abdun-Nabi’s life sciences career began more than two decades ago, including serving as General Counsel for IGEN International, Inc. and its successor BioVeris Corporation, and as SVP, Legal Affairs, General Counsel and Secretary of North American Vaccine, Inc. Mr. Abdun-Nabi serves on the board of directors of Emergent BioSolutions and BioHealth Innovation, Inc.
Mr. Grant is the VP of Medical Sales for Mead Johnson Nutrition, a global leader in pediatric nutrition that develops, manufactures, markets and distributes products in over 50 countries. He has held this position since 2011, preceded by 30 years of service at Eli Lilly and Company, and is responsible for Sales Force Operations, Professional Services, and National Accounts Organization. Mr. Grant is a board member of Temple University School of Pharmacy Board of Visitors and Urban League of Indianapolis, and has held previous board positions with Pride Academy of Indianapolis and the Blood Bank of Indiana.
Dr. Harsanyi has served on the board of Emergent BioSolutions since August 2004. He has previously served as Chairman of N-Gene Research Laboratories, CEO and Chairman of Exponential Biotherapies, and President of Porton International plc. Dr. Harsanyi is a founder of Dynport Vaccine Company. Dr. Harsanyi directed the first assessment of biotechnology for the U.S. Congress’ Office of Technology Assessment, served as a consultant to the President’s Commission for the Study of Ethical Problems in Medicine and Biomedical and Behavioral Research and was on the faculties of Microbiology and Genetics at Cornell University Medical College.
Ms. Kunz is currently the Global Chief Executive of DIA and is responsible for the leadership and oversight of global operations focused on driving innovation to improve the health of people worldwide. Previously, she has served as President of Health and Life Sciences at Battelle, Senior VP/GM for Thermo Fisher Scientific’s Biosciences Business, and has led ICI/Uniqema’s Latin America regional business. Ms. Kunz has held various board positions, including at Ohio State University Wexner Medical Center, BioOhio, International Scientific Standards, Levitronix, and POCARED. She has served on the inaugural board of the Childhood League School and as a trustee of Nationwide Children’s Hospital Research Institute and Children’s National Research Institute.
Dr. Niederhuber is the founder, Executive Vice President, and Chief Executive Officer of the Inova Translational Medicine Institute. Previously, Dr. Niederhuber served as Director of the National Cancer Institute, where he also served as Chief Operating Officer and Chair of the National Cancer Advisory Board. Dr. Niederhuber has dedicated his four-decade career to the treatment and study of cancer, with a clinical focus on gastrointestinal, hepatobiliary, and breast cancer. He is an Adjunct Professor of Oncology and Surgery at the Johns Hopkins University School of
Medicine and Deputy Director of the Johns Hopkins Clinical Research Network. Dr. Niederhuber has served as a director of Emergent BioSolutions since 2010.
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