Denmark-based pharmaceutical company H Lundbeck and Ovation Pharmaceuticals, a specialty pharmaceutical company, have entered into a definitive transaction agreement under which Lundbeck, through its wholly owned subsidiary Lundbeck Inc will acquire Ovation in an all cash transaction valuing Ovation at up to $900 million.
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The acquisition of Ovation delivers on Lundbeck’s strategic goal to build a commercial infrastructure in the US. Following the transaction Lundbeck will have a diverse portfolio of marketed products and a broader pipeline primarily focused on central nervous system.
Under the terms of the transaction, Lundbeck will make an upfront payment of $600 million immediately upon closing of the transaction. Additional payments of up to $300 million within one year of closing are contingent upon the achievement of certain product regulatory milestones relating to the approvals of Sabril by the FDA.
The proposed transaction is only subject to notification and clearance under certain antitrust statutes. Lundbeck has retained Deutsche Bank as its financial advisor and Morgan Lewis as its lead legal advisor in this transaction. Goldman Sachs is acting as financial advisor to Ovation, who retained Kirkland and Ellis and Katten Muchin Rosenman as its legal advisors.
Ulf Wiinberg, president and CEO of Lundbeck, said: This transaction marks a very important milestone for Lundbeck. Ovation is an excellent match for Lundbeck and will help us realize our strategic goals.
Ovation will provide a commercial platform in the US with a highly experienced management team and specialty sales force, a late-stage development pipeline and a proven scientific and regulatory expertise in areas of high unmet medical needs.
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