The combination of BTG and Protherics is intended to create a profitable specialty pharmaceuticals business with significant revenues and royalties from both marketed products and partnered development programs.
The new group is expected to have a broad, diversified portfolio of development programs, including key value drivers such as Varisolve and CytoFab. The enlarged group will have enhanced growth potential, underpinned by the creation of a specialty sales force in the US, allowing for enhanced returns on marketed products and the ability to capture more value from development products by taking these to optimal licensing points, according to the two companies.
Upon completion, John Brown will continue as nonexecutive chairman of BTG, with an executive team led by Louise Makin as CEO, Rolf Soderstrom, who will join the BTG board as CFO and Christine Soden, who will move to the role of COO.
Under the terms of the recommended offer, scheme shareholders will receive 0.291 new BTG shares for every one Protherics share held at the scheme record time and so in proportion for any other number of scheme shares held at the scheme record time.
The recommended offer will be conditional on, amongst other things, the approval of the BTG shareholders and the approval of Protherics Shareholders. The acquisition is expected to be completed by early December 2008.
John Brown, chairman of BTG, said: “We will have a valuable portfolio of licensed and marketed products, a pipeline of mid to late stage programs in clinical development, and the cash resources and development expertise to progress the combined pipeline.”
Stuart Wallis, chairman of Protherics, said: “We believe that the enlarged group will have the critical mass in terms of financial resources, skills and development pipeline to leverage the full potential of our critical care products that we have the opportunity to sell in the US from 2010 onwards. In addition, we believe both companies bring major value drivers to the enlarged group that underpin the value proposition to Protherics shareholders.”