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Mergers and Acquisitions

Date: 2016-02-22

Type of information: Pipeline acquisition

Acquired company: BMS's HIV R&S portfolio

Acquiring company: ViiV Healthcare (UK - USA)

Amount: up to $ 1.45 billion and milestone payments

Terms:

* On February 22, 2016, GSK announced that ViiV Healthcare has completed two previously announced transactions with BMS to acquire its late-stage HIV R&D assets and its portfolio of preclinical and discovery stage HIV research assets. The completion of both transactions follows antitrust approval by the relevant regulatory authorities in the US, with the integration process beginning immediately.

Under the terms of the transactions, ViiV Healthcare acquired late-stage HIV R&D assets from BMS for an initial upfront payment of $317 million followed by development and first commercial sale milestones of up to $518 million, and tiered royalties on sales. ViiV Healthcare also acquired BMS’s preclinical and discovery stage HIV research business for an upfront payment of $33 million, followed by development and first commercial sales milestones of up to $587 million, and further consideration contingent on future sales performance.

* On December 18, 2015, BMS announced that it has entered into two individual agreements with ViiV Healthcare to divest its pipeline of investigational HIV medicines consisting of a number of programs at different stages of discovery, preclinical and clinical development. Under these agreements, ViiV will pay to BMS upfront payments totaling $350 million with potential development and regulatory milestone payments of up to $518 million for the clinical assets and up to $587 million for the discovery and pre-clinical programs. Once products are approved and commercialized, ViiV Healthcare will pay tiered royalties. Additionally, ViiV Healthcare will pay sales-based milestone payments of up to $750 million for each of the clinical assets and up to $700 million for each of the discovery and pre-clinical programs. Completion of the divestiture is expected during the first half of 2016, subject to customary closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act. These transactions are consistent with the evolution of BMS’s strategic focus, including the decision to discontinue its discovery efforts in virology announced in June. Approximately twenty Bristol-Myers Squibb employees are being offered the opportunity to transfer to ViiV Healthcare.

The agreements with ViiV Healthcare do not impact BMS’s marketed HIV medicines, including Reyataz®, Evotaz®, Sustiva® and Atripla®.

Details:

BMS' clinical stage HIV pipeline includes an attachment inhibitor, fostemsavir (BMS-663068), currently being investigated in Phase III as a therapeutic option for heavily treatment-experienced patients. Fostemsavir has received a Breakthrough Therapy Designation from the FDA and is expected to be filed for regulatory approval in 2018. The second late stage asset is a maturation inhibitor (BMS-955176), and is currently in phase IIb development for both treatment-naive and treatment experienced patients. A back-up maturation inhibitor candidate (BMS-986173) is also included in the purchase. Assets in preclinical and discovery phases of development including a novel biologic (BMS-986197) with a triple mechanism of action, an additional maturation inhibitor, an allosteric integrase inhibitor and a capsid inhibitor.

 

 

Related:

Infectious diseases

Is general: Yes