Recordati has signed a share purchase agreement to acquire EUSA Pharma (UK) Ltd, a global specialty pharmaceutical company with headquarters in the United Kingdom, focused on rare and niche oncology diseases and controlled by funds managed by EW Healthcare Partners.
Recordati is acquiring EUSA Pharma for an enterprise value of €750 million; the payment of the consideration will be funded via existing liquidity and bridge financing fully underwritten by J.P. Morgan and Mediobanca.
EUSA Pharma was founded in March 2015 and has grown rapidly into a world-class pharmaceutical company with a portfolio of 4 rare and niche oncology products with approximately €130 million LTM Net Sales at 30 June 2021 and Net Debt of around €26 million at that same date. The company has extensive commercial operations in the EMEA and United States, alongside a presence in other international markets. The company employs more than 200 people.
EUSA Pharma’s products include: Qarziba®, an anti-GD2 monoclonal antibody indicated for high-risk neuroblastoma approved in Europe and other countries, and with potential for expansion in the US; Sylvant®, an anti-IL-6 monoclonal antibody, the first and only ever approved treatment for Idiopathic Multicentric Castleman’s disease (iMCD) in US and in Europe, marketed also in other countries and well positioned in a market with limited options for patients; Fotivda®, an oral highly selective small molecule tyrosine kinase inhibitor (TKI) of vascular endothelial growth factor (VEGF) receptors 1, 2 and 3, approved for first-line treatment of advanced renal cell carcinoma in Europe and other countries;
Caphosol®, a medical device for oral mucositis due to chemo and radio therapy, approved in US, EU and other markets.
The transaction would provide Recordati with an expanded portfolio of rare disease pharmaceutical products which is expected to contribute in 2023 revenue of over €150 million and EBITDA of approximately €50 million. Non-recurring costs in 2022-2023 from on-going manufacturing technology transfer and acquisition and integration related expenses are estimated to be approximately €35 million.
EUSA’s product portfolio is expected to reach total annual peak sales of around €250 million, including the potential Qarziba® approval in the US, with EBITDA margin in line with the average of the current rare disease segment.
The closing of the transaction is subject to regulatory clearances and is expected to take place in the first half of 2022.
“We believe that the EUSA Pharma acquisition represents an excellent opportunity to further expand and reinforce our portfolio in a new and underserved therapeutic area, rare and niche oncology, with high potential growth products and will provide a platform for potential further future expansion in these areas. This is another important step forward in delivering on our strategy to increase our presence in the rare disease segment and to fulfil our mission to improve the lives of patients, delivering innovative treatments that address serious unmet medical needs,” said Andrea Recordati, Chairman.
“EUSA Pharma has a highly efficient commercial infrastructure, deep disease area expertise and an organisation with a very strong patient centric culture which we look forward to welcoming and integrating into Recordati, maintaining key skills, knowledge, business know-how and customer relations,” commented Robert Koremans, Chief Executive Officer.