1. Growth & Rising Markets business unit is focusing
more on innovative drugs for complex and rare diseases.
2. Continued development of the divestment approach
underscores Takeda’s dedication to financial discipline and fast deleveraging
following the Shire acquisition.
3. Takeda Pharmaceutical business constrained
(TSE:4502/NYSE: TAK) ("Takeda") today announced that it has entered into
an agreement to divest a portfolio of opting for non-core over-the-counter
(OTC) and prescription pharmaceutical products bought exclusively in Asia
Pacific to Celltrion Inc.
("Celltrion"), an Incheon, South Korea-based
biopharmaceutical company specializing in the research, development, and
manufacturing of small molecules, biosimilars, and resourceful drugs.
Takeda will get hold of $266 million USD upfront in cash and
as much as an additional $12 million USD in potential milestone payments. This
is in addition to conventional criminal and regulatory closing situations.
4. The portfolio to be divested to Celltrion contains quite
a few OTC items and pharmaceutical items within the Cardiovascular, Diabetes,
and Familiar Medication therapeutic areas. These items are sold mostly in
Australia, Hong Kong, Macau, Malaysia, Philippines, Singapore, South Korea,
Taiwan, and Thailand by Takeda's Boom & Rising Markets company unit.
The portfolio generated FY 2018 net income of approximately
$one hundred forty million USD, driven primarily by earnings from Nesina® and
Edarbi®. While the items covered within the sale continue to play vital roles
in meeting the needs of patients in these international locations, which fall
under Takeda's chosen business areas – Gastroenterology (GI), rare ailments,
Plasma-Derived treatment options, Oncology, and Neuroscience – which are core to
its international expansion strategy.
5. In Takeda's growth & emerging markets enterprise
unit, Ricardo Marek, President, growth & emerging markets business unit,
said, "We had to speed up the commercialization of our innovative drugs
for people living with complex and rare problems, and expand our method to
facilitate access to drugs across the globe."
By doing so, we can better meet the unmet needs of patients.
While we remain committed to Asia Pacific, and the emerging markets, divesting
non-core products helps us achieve these desires."
"This announcement marks continued progress on our
dedication to divest non-core items as we stay focused on maintaining our
monetary self-discipline and rapid deleveraging following our acquisition of
Shire," said Costa Saroukos, Chief Economic Officer, Takeda.
"One of a few transactions because of the launch of the
divestment program, the sale today will also focus Takeda on our five key
business areas and our pipeline of innovative drugs. We seem to be ahead of
schedule to execute and bring on Takeda’s fiscal commitments, including paying
down debt and focusing our portfolio."
6. Takeda has made amazing progress in its ongoing
divestiture program. Takeda completed the sale of non-core assets in the
Russia-CIS region to STADA for $660 million USD and in nations throughout the
Middle East, Africa, and Near East for $200 million USD in March 2020.
In July 2019, Takeda completed the divestiture of Xiidra® to
Novartis for up to $5.3 billion USD.
Moreover, earlier this year, Takeda announced the sale of
non-core items in Latin America and America, the United States to Hypera Pharma
for $825 million USD and in Europe to the Orifarm community for as much as
approximately $670 million USD, together with the sale of two manufacturing
sites in Denmark and Poland.
7. Takeda intends to use the proceeds from its divestitures
to continue to reduce its debt. In addition, it plans to increase deleveraging
toward its goal of 2x internet debt/adjusted EBITDA between March 2022 – March
2024.
8. Takeda has entered into a contract to sell a portfolio of
18 select OTC and prescription pharmaceutical properties offered in Australia,
Hong Kong, Macau, Malaysia, Philippines, Singapore, South Korea, Taiwan, and
Thailand to Celltrion for a total price of as much as $278 million USD. Takeda
will invest $266 million USD upfront in cash plus $12 million USD in advantage
milestone funds, according to standard legal and regulatory closing
circumstances.
9. Takeda and Celltrion have also entered into a manufacturing
and supply agreement under which Takeda will continue to manufacture the
portfolio of divested items and provide them to Celltrion.
Under the terms of the contract, Celltrion will purchase the
rights titles and activities to the products within the portfolio unique to
those countries.
10. The transaction is expected to close at the end of the
calendar year. This is based on common closing situations, receipt of required
regulatory clearances, and, where relevant, compliance with work council
necessities. Except then, Takeda continues to be the owner of these items and
is responsible for providing access to them.
Takeda is being counseled by way of BofA Securities as its economic consultant and White & Case is its criminal advisor in this transaction.
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